<PAGE> 1
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 June 30, 1997
OR
|_| TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Commission file number 0-8664
the Circle International Group, Inc.
(Exact name of registrant as specified in its charter)
Delaware 94-1740320
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
260 Townsend Street,
San Francisco, California 94107
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (415) 978-0600
Formerly the Harper Group, Inc.
(Former name, former address and former fiscal year if changed from last
report.)
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 __
At August 13, 1997 the number of shares outstanding of the registrant's common
stock was 15,593,557.
<PAGE> 2
TABLE OF CONTENTS
-----------------
Part I. Financial Information Page
- ------ --------------------- ----
Item 1. Financial Statements:
------
Condensed Consolidated Income
Statements for the three and six
months ended June 30, 1997 and 1996 3
Condensed Consolidated Balance Sheets,
June 30, 1997 and December 31, 1996 4
Condensed Consolidated Statements of
Cash Flows for the six months ended
June 30, 1997 and 1996 5
Notes to Condensed Consolidated
Financial Statements 6
Item 2. Management's Discussion and Analysis
------ of Financial Condition and Results
of Operations 9
Part II. Other Information
- ------- -----------------
Item 4. Submission of matters to a vote of
------ security Holders 12
Item 6. Exhibits and Reports on Form 8-K 12
------
<PAGE> 3
I. FINANCIAL INFORMATION
- ------------------------
ITEM 1. FINANCIAL STATEMENTS
<TABLE>
<CAPTION>
THE CIRCLE INTERNATIONAL GROUP, INC. AND SUBSIDIARIES
-----------------------------------------------------
CONDENSED CONSOLIDATED INCOME STATEMENTS
(unaudited, in thousands, except per share amounts)
Three Months Ended Six Months Ended
June 30 June 30
------- -------
1997 1996 1997 1996
------- ------- ------ ------
<S> <C> <C> <C> <C>
Revenue $ 161,829 $ 146,176 $ 317,281 $ 278,622
Freight consolidation
costs 96,959 85,840 190,745 163,394
--------- --------- --------- ---------
Net revenue 64,870 60,336 126,536 115,228
--------- --------- --------- ---------
Other costs and expenses:
Salaries and related 33,244 32,192 66,939 63,647
Operating, selling
and administrative 22,796 20,535 44,857 39,094
--------- --------- --------- ---------
Total other costs and
expenses 56,040 52,727 111,796 102,741
--------- --------- --------- ---------
Income from operations 8,830 7,609 14,740 12,487
Other income-net 1,404 1,180 2,819 2,464
--------- --------- --------- ---------
Income before taxes on
income 10,234 8,789 17,559 14,951
Taxes on income 3,604 3,427 6,338 5,831
--------- --------- --------- ---------
Net income $ 6,630 $ 5,362 $ 11,221 $ 9,120
========= ========= ========= =========
Net income per share $ .41 $ .34 $ .70 $ .57
========= ========= ========= =========
Dividends declared per
share $ .135 $ .12 $ .135 $ .12
========= ========= ========= =========
Weighted average shares
outstanding 15,998 15,917 15,971 15,920
========= ========= ========= =========
</TABLE>
[FN]
See Notes to Condensed Consolidated Financial Statements
<PAGE> 4
<TABLE>
<CAPTION>
THE CIRCLE INTERNATIONAL GROUP, INC. AND SUBSIDIARIES
-----------------------------------------------------
CONDENSED CONSOLIDATED BALANCE SHEETS
(unaudited, in thousands, except share and per share amounts)
June 30 December 31
1997 1996
------------ -----------
<S> <C> <C>
ASSETS
------
Current assets:
Cash and equivalents $ 46,190 $ 31,522
Short-term investments 7,095 6,469
Trade receivables, less allowance
for doubtful accounts (1997, $5,509;
1996, $4,970) 192,114 196,070
Other receivables 6,127 5,616
Other current assets 8,778 8,993
---------- ----------
Total current assets 260,304 248,670
Property 139,603 139,513
Less accumulated depreciation (63,130) (62,171)
---------- ----------
Property-net 76,473 77,342
Marketable securities 4,002 7,799
Investments in unconsolidated affiliates 36,859 34,489
Goodwill and other assets 24,673 25,030
---------- ----------
Total assets $ 402,311 $ 393,330
========== ==========
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Notes payable to banks $ 3,577 $ 7,731
Trade payables 125,486 134,272
Accrued salaries and related costs 11,162 11,723
Income taxes payable 7,533 6,082
Other liabilities 14,967 17,196
---------- ----------
Total current liabilities 162,725 177,004
Deferred income taxes 6,770 5,619
Long-term notes payable 38,337 28,963
Commitments and contingencies - -
Stockholders' equity:
Preferred stock, $1 par: shares
authorized, 1,000,000 - -
Common stock, $1 par: shares
authorized, 40,000,000; Shares
issued and outstanding: June 30, 1997,
16,578,113; December 31, 1996,
16,392,848 26,069 22,627
Treasury Stock, at cost: June 30,1997
and December 31,1996, 500,000 shares (8,947) (8,947)
Retained earnings 184,483 173,224
Unrealized change in value of
marketable securities (100) (407)
Cumulative translation adjustments (7,026) (4,753)
---------- ----------
Total stockholders' equity 194,479 181,744
---------- ----------
Total liabilities and stockholders' equity $ 402,311 $ 393,330
========== ==========
</TABLE>
[FN]
See Notes to Condensed Consolidated Financial Statements
<PAGE> 5
<TABLE>
<CAPTION>
THE CIRCLE INTERNATIONAL GROUP, INC. AND SUBSIDIARIES
-----------------------------------------------------
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(unaudited, in thousands)
Six Months Ended
June 30
--------------------------
1997 1996
---- ----
<S> <C> <C>
Operating activities:
Net income $ 11,221 $ 9,120
Adjustments to reconcile net income to
net cash provided by operating activities:
Depreciation and amortization 5,796 5,276
Gains on sales of assets (629) (399)
Deferred income taxes 948 (456)
Equity in earnings of affiliates (1,862) (491)
Net effect of changes in working
capital (2,376) 6,118
-------- --------
Net cash provided by operating activities 13,098 19,168
-------- --------
Investing activities:
Capital expenditures (6,019) (6,307)
Proceeds from sales of marketable
securities 3,759 14,632
Proceeds from sales of fixed assets 1,135 2,071
Acquisitions of businesses (1,776) (10,350)
Other (326) (379)
-------- --------
Net cash used in investing activities (3,227) (333)
Financing activities:
Issuance/(repayment) of notes
payable - net 5,220 (14,650)
Payments of dividends (2,225) (1,768)
Purchases of treasury stock - (1,693)
Proceeds from exercise of stock options 2,451 675
-------- --------
Net cash provided/(used) by financing activities 5,446 (17,436)
-------- --------
Effect of exchange rate changes on cash (649) (347)
-------- --------
Increase in cash and equivalents 14,668 1,052
Cash and equivalents at beginning of period 31,522 22,439
-------- --------
Cash and equivalents at end of period $ 46,190 $ 23,491
======== ========
</TABLE>
[FN]
See Notes to Condensed Consolidated Financial Statements
<PAGE> 6
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
----------------------------------------------------
(unaudited)
Note 1 - General
In the opinion of management, the accompanying unaudited condensed consolidated
financial statements include all adjustments (which include normal recurring
accruals) necessary to present fairly the financial position as of June 30, 1997
and the results of operations and cash flows for the periods presented in
conformity with generally accepted accounting principles. It is suggested that
these unaudited condensed consolidated financial statements be read in
conjunction with the audited consolidated financial statements and notes thereto
included in the Circle International Group, Inc. (the Company, formerly known as
the Harper Group, Inc.) 1996 Annual Report to Stockholders incorporated by
reference in the Company's 1996 Form 10-K, and Management's Discussion and
Analysis of Financial Condition and Results of Operations included elsewhere in
this Form 10-Q.
Certain 1996 amounts have been reclassified to conform with the 1997
presentation.
Note 2 - Federal Tax Litigation
The Company has been in discussions with the Internal Revenue Service with
respect to federal income tax refunds relating to prior year income tax returns
involving approximately $9.0 million of tax. Tentative agreements have been
made on specific issues which would produce a tax refund of $5.6 million. Any
differences between the recoveries expected by the Company and the actual tax
refund received will be offset by interest receivable from the Internal Revenue
Service. It is expected that the tentative agreements will be finalized by the
third quarter of 1997.
The Internal Revenue Service originally issued a notice of deficiency with
respect to the years 1988 and 1989 proposing an aggregate liability of
approximately $9.9 million. The Company has agreed with some adjustments and
filed a protest with respect to the remaining unagreed issues. The matter has
been pending before the Internal Revenue Service Appeals Office. Settlement
negotiations with the Internal Revenue Service have recently been concluded
with respect to this matter. Under the terms of the proposed settlement, the
Company has agreed to adjustments that would result in a net deficiency in tax
of $270,000. This net deficiency will be offset by the refund resulting from
the settlement with respect to the years 1986 and 1987 as described below.
Final settlement of this matter is being held in abeyance pending resolution of
the Company's refund proposals arising out of its 1992 write-offs and prior
period adjustments.
The Internal Revenue Service originally issued a notice of deficiency with
respect to the years 1986 and 1987 proposing an aggregate liability of
approximately $7.9 million. The Company subsequently filed a petition in
the U. S. Tax Court contesting all of the asserted deficiency, and made a
partial payment of tax. Settlement negotiations with the Internal Revenue
Service have been concluded with respect to this matter. Under the terms of
the proposed settlement, adjusted recently by carrybacks from the year 1988,
the Company would be entitled to receive a net refund in tax of approximately
$500,000. Final settlement of this matter is being held in abeyance pending
resolution of the Company's refund proposals arising out of its 1992 write-offs
and prior period adjustments.
<PAGE> 7
Note 3 - Business Segment Information
The Company operates in the international freight forwarding industry, which
encompasses air freight forwarding, customs brokerage and other value added
logistics services, as well as ocean freight forwarding. Certain information
regarding the Company's operations by region is summarized as follows:
<TABLE>
<CAPTION>
Europe & Elimi- Consol-
Americas Middle East Asia Pacific Corporate nations idated
-------- ----------- ------------ --------- ------- -------
(in thousands)
<S> <C> <C> <C> <C> <C> <C>
Three months ended June 30, 1997:
Revenue from
customers $ 87,922 $ 35,989 $ 37,918 $ 0 $ 0 $ 161,829
Transfers
between
regions 1,612 1,127 1,994 0 (4,733) 0
--------- --------- --------- -------- ------- ---------
Total revenue $ 89,534 $ 37,116 $ 39,912 $ 0 $(4,733) $ 161,829
========= ========= ========= ======== ======= =========
Net revenue $ 34,930 $ 17,690 $ 12,250 $ 0 $ 0 $ 64,870
========= ========= ========= ======== ======= =========
Income (loss)
from
operations $ 5,713 $ 3,111 $ 2,383 $ (2,377) $ 0 $ 8,830
========= ========= ========= ======== ======= =========
Three months ended June 30, 1996:
Revenue from
customers $ 83,889 $ 37,058 $ 25,229 $ 0 $ 0 $ 146,176
Transfers
between
regions 1,232 762 1,127 0 (3,121) 0
--------- --------- --------- -------- ------- ---------
Total revenue $ 85,121 $ 37,820 $ 26,356 $ 0 $(3,121) $ 146,176
========= ========= ========= ======== ======= =========
Net revenue $ 32,808 $ 17,431 $ 10,097 $ 0 $ 0 $ 60,336
========= ========= ========= ======== ======= =========
Income (loss)
from
operations $ 5,343 $ 2,742 $ 1,742 $ (2,218) $ 0 $ 7,609
========= ========= ========= ======== ======= =========
Six months ended June 30, 1997:
Revenue from
customers $ 180,925 $ 67,696 $ 68,660 $ 0 $ 0 $ 317,281
Transfers
between
regions 3,462 2,263 3,394 0 (9,119) 0
--------- --------- --------- -------- ------- ---------
Total revenue $ 184,387 $ 69,959 $ 72,054 $ 0 $(9,119) $ 317,281
========= ========= ========= ======== ======= =========
Net revenue $ 69,319 $ 34,294 $ 22,923 $ 0 $ 0 $ 126,536
========= ========= ========= ======== ======= =========
Income (loss)
from
operations $ 9,204 $ 5,114 $ 4,102 $ (3,680) $ 0 $ 14,740
========= ========= ========= ======== ======= =========
Six months ended June 30, 1996:
Revenue from
customers $ 162,206 $ 67,225 $ 49,191 $ 0 $ 0 $ 278,622
Transfers
between
regions 2,351 1,509 2,272 0 (6,132) 0
--------- --------- --------- -------- ------- ---------
Total revenue $ 164,557 $ 68,734 $ 51,463 $ 0 $(6,132) $ 278,622
========= ========= ========= ======== ======= =========
Net revenue $ 62,227 $ 33,728 $ 19,273 $ 0 $ 0 $ 115,228
========= ========= ========= ======== ======= =========
Income (loss)
from
operations $ 8,252 $ 4,728 $ 3,017 $ (3,510) $ 0 $ 12,487
======== ========= ========= ======== ======= =========
</TABLE>
Revenue from transfers between regions represents approximate amounts that
would be charged if the services were provided by an unaffiliated company.
Total regional revenue is reconciled with total consolidated revenue by
eliminating inter-regional revenue. Regional income (loss) from operations
excludes overhead charges.
Prior period amounts have been reclassified to conform to the 1997 presentation
due to the realignment of geographic regions to correspond to a management
reorganization and the transfer of certain corporate overhead expenses being
recognized as part of local operating expenses effective January 1, 1997.
<PAGE> 8
Note 4 - New Accounting Standards
In February 1997, Financial Accounting Standards Board issued Statement of
Financial Accounting Standards No. 128 (SFAS No. 128) "Earnings Per Share",
which specifies the computation for dilutive earnings per share (EPS) and
requires dual presentation of basic and diluted EPS on the face of the income
statement. SFAS No. 128 is effective for financial statements issued for
periods ending after December 15, 1997. The adoption of SFAS No. 128 will not
have a material effect on the Company's EPS. The proforma effect of computing
basic and diluted EPS does not differ from the EPS presently stated.
In June 1997, Financial Accounting Standards Board issued Statement of Financial
Accounting Standards No. 130 (SFAS No. 130) "Reporting Comprehensive Income",
which establishes standards for reporting and display of comprehensive income.
Comprehensive income is the change in equity during a period from transactions
and other events and circumstances from non-owner sources. SFAS No. 130 will be
effective for the Company beginning in 1998 and will not have an effect on the
Company's net income.
In June 1997, Financial Accounting Standards Board issued Statement of Financial
Accounting Standards No. 131 (SFAS No. 131) "Disclosures about Segments of an
Enterprise and Related Information" which establishes standards for reporting
information about operating segments, products and services, geographic areas,
and major customers. SFAS No. 131 will be effective for the Company beginning
in 1998 and will not have an effect on the Company's net income.
<PAGE> 9
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS
Except for historical information contained herein, the matters set forth in
this release are forward-looking statements that are dependent on certain risks
and uncertainties including but not limited to such factors as market demand,
risks associated with operations outside of the U.S. including currency
fluctuations, information technology uncertainties, changing economic conditions
including international laws, the concentration of business towards large
accounts, the effect of the Company's accounting policies, and other risk
factors detailed in the Company's SEC filings.
The Company's principal services are international air freight forwarding,
ocean freight forwarding, and customs brokerage and other value added logistics
services. The following table shows the revenue and net revenue, in dollars
and percentages, attributable to the Company's principal services during the
periods indicated. Revenue for air freight and ocean freight consolidations
(indirect shipments) includes the cost of such freight, whereas net revenue
does not. Revenue for air freight and ocean freight agency or direct shipments,
customs brokerage and import services, includes only the fees or commissions for
these services. A comparison of net revenue best measures the relative
importance of the Company's principal services.
<TABLE>
<CAPTION>
Three Months Ended Six Months Ended
June 30 June 30
---------------------- --------------------
1997 1996 1997 1996
---- ---- ---- ----
(dollars in thousands)
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Revenue
- -------
Air freight forwarding $ 102,835 64% $ 91,548 62% $ 202,208 64% $ 174,683 63%
Ocean freight forwarding 27,240 17% 25,829 18% 54,244 17% 49,841 18%
Customs brokerage and
other 31,754 19% 28,799 20% 60,829 19% 54,098 19%
-------------- -------------- -------------- --------------
$ 161,829 100% $ 146,176 100% $ 317,281 100% $ 278,622 100%
============== ============== ============== ==============
Net Revenue
- -----------
Air freight forwarding $ 24,034 37% $ 22,975 38% $ 47,602 38% $ 44,612 39%
Ocean freight forwarding 9,082 14% 8,562 14% 18,105 14% 16,518 14%
Customs brokerage and
other 31,754 49% 28,799 48% 60,829 48% 54,098 47%
-------------- -------------- -------------- --------------
$ 64,870 100% $ 60,336 100% $ 126,536 100% $ 115,228 100%
============== ============== ============== ==============
</TABLE>
Results of Operations
- ---------------------
Three Months ended June 30, 1997 Vs 1996:
Revenue increased in 1997 by 11% to $161.8 million from $146.2 million reported
in 1996. Net revenue, which represents the gross profit of the transportation
business, was up 8% to $64.9 million compared to $60.3 million in the second
quarter of 1996. Net income rose 24% to $6.6 million as compared to $5.4
million in the first three months of 1996.
Air freight revenue increased 12% or $11.3 million over the prior year with
significant growth from the Asian operations. The improvement was primarily
contributed by the increased number of consolidation export shipments. However,
the strong results were partially offset by an economic slow down in the Europe
and Middle
<PAGE> 10
East region and lower direct agency shipments. The airfreight net revenue grew
5% from the same period in 1996.
Ocean freight revenue increased by 5% or $1.4 million over the prior year while
net ocean revenue increased by 6% or $0.5 million. This is a result of higher
volume and the increased number of shipments in North America, Europe and the
Middle East.
Customs brokerage and other revenue increased 10% or $3.0 million over 1996 with
growth in all geographic regions, but especially in the Asia Pacific region.
Other revenue includes warehousing and distribution and value added logistics
services. This service line continues to grow as companies see the benefit of
outsourcing their logistics functions to third party experts. The higher
revenue reflects the Company's continued effort to expand logistics services
to meet customer needs.
Salaries and related costs increased as a result of an increase in the number
of employees hired to serve new customers and to handle the business growth,
however these costs declined as a percentage of net revenue due to stringent
headcount and cost controls.
Operating, selling and administrative expenses increased partly due to an
increase in occupancy costs related to additional leased and owned warehousing
and distribution facilities. There were also higher communication and data
processing costs as transactions volume grew.
Other income-net increased 19% from prior year as a result higher equity
earnings were reported by our unconsolidated affiliates. The improvement was
offset by lower interest income-net due to the sale of marketable securities
during 1996 and additional debt incurred in the third quarter of 1996 to
acquire 40% of TDS Logistics, Inc. In addition, there was higher minority
partner shares of earnings in our consolidated joint ventures due to higher
joint venture earnings and our new joint venture in Thailand.
The effective tax rate for the year was estimated given the geographic mix
of our income and the progress made on the prior years open issues with the
Internal Revenue Service. Accordingly, a lower second quarter effective tax
rate resulted in an overall six months rate of 36%.
Six Months ended June 30, 1997 Vs 1996:
Gross revenue increased in 1997 by 14% to $317.3 million from $278.6 million
reported in the same period of 1996. Net revenue was up 10% or $11.3 million
to $126.5 million, while net income rose 23% or $2.1 million to $11.2 million as
compared to $9.1 million in the first six months of 1996.
Air freight forwarding revenue rose 16%, primarily in Asia Pacific and North
America. Increases were due to higher volumes and increased number of
consolidation export shipments, offset in part by the down turn in the Europe
region and lower direct agency shipments. Intense competition continues to
reduce airfreight yield margin in certain key trade lanes. As a result, net
revenue only grew by 7% or $3.0 million to $47.6 million.
Ocean revenue increased by 9% or $4.4 million to $54.2 million compared to
prior year, while net ocean revenue was up 10% or $1.6 million. The growth is
contributed by higher volume and the increase in the number of shipments across
all regions.
Customs brokerage and other revenue was up 12% or $6.7 million as a result of an
increase in the number of customs entries as well as an increase in warehousing
and distribution, and other revenues in all regions.
Salaries and related costs increased as a result of an increase in the number of
employees primarily due to increased business, but declined as a percentage of
net revenue.
Operating, selling and administrative expenses increased as a result of costs
related to processing higher transaction volumes and increases in occupancy
expense on additional leased and owned facilities.
<PAGE> 11
Other income-net increased 14% due to strong earnings from our unconsolidated
affiliates. The growth was offset by higher minority partner shares of earnings
in our consolidated joint ventures as well as lower interest income-net as
described above.
Liquidity and Capital Resources
- -------------------------------
Capital expenditures for the Company for the six months ended June 30, 1997 were
$6.0 million. Capital expenditures for the year are expected to be comparable
to 1996, depending on lease vs. buy opportunities.
The Company sold buildings and generated proceeds of approximately $1.1 million
for the six months ended June 30, 1997.
The Company sold marketable securities and generated proceeds of approximately
$3.8 million for the six months ended June 30, 1997.
Working capital for the Company for the six months ended June 30, 1997
increased by approximately $5.0 million due to timing of the discounting of
bills of exchange from customers of Circle Trade Services Limited, a wholly-
owned subsidiary of the Company.
The Company makes significant disbursements on behalf of its customers for
transportation costs and customs duties. The billings to customers for these
disbursements, which are several times the amount of revenue and fees derived
from these transactions, are not recorded as revenue and expense on the
Company's income statement but are combined as accounts receivable in the
balance sheet.
Management believes that operating cash flow, the Company's current financial
structure and borrowing capacity will be adequate to fund its operations,
finance capital expenditures and acquisitions, and pay dividends to
stockholders.
<PAGE> 12
II. OTHER INFORMATION
- ----------------------
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
The annual meeting of shareholders was held on May 13, 1997.
Ray C. Robinson, Jr., John M. Kaiser and John M. Lillie were
elected as directors, as tabulated below.
Against or
For Withheld
--- ----------
Election of Directors
Ray C. Robinson, Jr. 14,807,520 98,428
John M. Kaiser 14,819,707 86,241
John M. Lillie 14,819,507 86,441
In addition, Peter Gibert, Wesley J. Fastiff, Edwin J. Holman and
Frank J. Wezniak will continue as directors.
Additionally, the voting results of a proposal to amend the Company's
Certificate of Incorporation to change the Company's name to
Circle International Group, Inc. were as follows:
Against or
For Withheld Abstentions
--- ---------- -----------
Amendment of the Certificate of
Incorporation to change the
Company's name. 14,836,388 31,750 37,810
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits:
Exhibit 27, Financial Data Schedule,
(b) Form 8-K:
No reports on Form 8-K were filed during the three months
ended June 30, 1997.
<PAGE> 13
S I G N A T U R E S
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.
THE CIRCLE INTERNATIONAL GROUP, INC.
------------------------------------
Registrant
Dated: August 13, 1997
/S/ Peter Gibert
--------------------------------
Peter Gibert, President and
Chief Executive Officer
/S/ Robert J. Diaz
--------------------------------
Robert J. Diaz, Senior Vice President
and Chief Financial Officer
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
The Circle International Group Inc., and Subsidiaries - Financial Data Schedule
(in thousands except per share amounts)
This schedule contains summary financial information extracted
from the condensed consolidated financial statements from the
Company's form 10-Q for the quarterly period ending June 30,
1997, and is qualified in its entirety by reference to such
financial statements.
</LEGEND>
<S> <C>
<MULTIPLIER> 1000
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-START> JAN-1-1997
<PERIOD-END> June-30-1997
<CASH> 46190
<SECURITIES> 4002
<RECEIVABLES> 192114
<ALLOWANCES> 5509
<INVENTORY> 0
<CURRENT-ASSETS> 260304
<PP&E> 139603
<DEPRECIATION> 63130
<TOTAL-ASSETS> 402311
<CURRENT-LIABILITIES> 162725
<BONDS> 0
0
0
<COMMON> 17122
<OTHER-SE> 177357
<TOTAL-LIABILITY-AND-EQUITY> 402311
<SALES> 0
<TOTAL-REVENUES> 317281
<CGS> 0
<TOTAL-COSTS> 190745
<OTHER-EXPENSES> 111796
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 17559
<INCOME-TAX> 6338
<INCOME-CONTINUING> 11221
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 11221
<EPS-PRIMARY> 0.70
<EPS-DILUTED> 0
</TABLE>
