<PAGE> 1
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 March 31, 1997
--------------
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 1-7120
------
HARTE-HANKS COMMUNICATIONS, INC.
- --------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 74-1677284
- ------------------------------- ----------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
200 Concord Plaza Drive, San Antonio, Texas 78216
---------------------------------------------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number including area code -- 210/829-9000
------------
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
------- -------
Indicate the number of shares outstanding of each of the issuer's classes
of common stock: $1 par value, 37,223,613 shares as of March 31, 1997.
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2
HARTE-HANKS COMMUNICATIONS, INC. AND SUBSIDIARIES
TABLE OF CONTENTS
FORM 10-Q REPORT
March 31, 1997
<TABLE>
<CAPTION>
Page
----
<S> <C> <C>
Part I. Financial Information
Item 1. Interim Condensed Consolidated Financial
Statements (Unaudited)
Condensed Consolidated Balance Sheets - 3
March 31, 1997 and December 31, 1996
Consolidated Statements of Operations - 4
Three months ended March 31, 1997 and 1996
Consolidated Statements of Cash Flows - 5
Three months ended March 31, 1997 and 1996
Notes to Interim Condensed Consolidated Financial 6
Statements
Item 2. Management's Discussion and Analysis of Financial 8
Condition and Results of Operations
Part II. Other Information
Item 6. Exhibits and Reports on Form 8-K 12
(a) Exhibits
(b) Reports on Form 8-K
Signature 12
</TABLE>
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3
Harte-Hanks Communications, Inc. and Subsidiaries
Condensed Consolidated Balance Sheets
(in thousands, except per share and share amounts)
(Unaudited)
<TABLE>
<CAPTION>
March 31, December 31,
1997 1996
-------- ------------
<S> <C> <C>
Assets
Current assets
Cash.............................................. $ 11,088 $ 12,017
Accounts receivable, net.......................... 95,488 107,559
Inventory......................................... 12,455 13,720
Prepaid expenses.................................. 10,148 9,445
Current deferred income tax benefit............... 6,326 6,204
Other current assets.............................. 5,880 4,202
-------- --------
Total current assets............................ 141,385 153,147
Property, plant and equipment, net.................. 115,125 112,908
Goodwill, net....................................... 321,108 319,289
Other assets........................................ 6,055 6,939
-------- --------
Total assets.................................... $583,673 $592,283
======== ========
Liabilities and Stockholders' Equity
Current liabilities
Accounts payable.................................. $ 40,500 $ 40,573
Accrued payroll and related expenses.............. 15,389 23,116
Customer deposits and unearned revenue............ 20,518 19,809
Income taxes payable.............................. 1,404 2,748
Other current liabilities......................... 9,952 11,481
-------- --------
Total current liabilities....................... 87,763 97,727
Long term debt...................................... 208,440 218,005
Other long term liabilities......................... 25,366 23,859
-------- --------
Total liabilities............................... 321,569 339,591
-------- --------
Stockholders' equity
Common stock, $1 par value, 125,000,000 shares
authorized. 37,723,613 and 36,801,701 shares
issued at March 31, 1997 and December 31, 1996,
respectively.................................... 37,724 36,802
Additional paid-in capital........................ 199,342 186,677
Accumulated deficit............................... 38,489 29,213
-------- --------
275,555 252,692
Less treasury stock, 500,000 shares at cost....... 13,451 --
-------- --------
Total stockholders' equity...................... 262,104 252,692
-------- --------
Total liabilities and stockholders' equity...... $583,673 $592,283
======== ========
</TABLE>
See Notes to Interim Condensed Consolidated Financial Statements.
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4
Harte-Hanks Communications, Inc. and Subsidiaries
Consolidated Statements of Operations
- -------------------------------------------------------------------------------
(in thousands, except per share amounts)
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended March 31,
------------------------------
1997 1996
---- ----
<S> <C> <C>
Operating revenues.................................... $174,835 $150,611
-------- --------
Operating expenses
Payroll............................................. 66,546 55,688
Production and distribution......................... 60,999 56,027
Advertising, selling, general and administrative.... 18,139 14,185
Depreciation........................................ 5,213 4,372
Goodwill amortization............................... 2,676 2,501
-------- --------
153,573 132,773
-------- --------
Operating income...................................... 21,262 17,838
-------- --------
Other expenses (income)
Interest expense................................ 3,293 3,448
Interest income................................. (72) (1,011)
Other, net...................................... 257 552
-------- --------
3,478 2,989
-------- --------
Income before income tax expense................. 17,784 14,849
Income tax expense............................... 7,767 6,532
-------- --------
Net income....................................... $ 10,017 $ 8,317
======== ========
Primary:
Earnings per common share........................... $ 0.26 $ 0.22
======== ========
Weighted average common and common equivalent
shares outstanding................................ 38,734 38,289
======== ========
Fully diluted:
Earnings per common share........................... $ 0.26 $ 0.22
======== ========
Weighted average common and common equivalent
share outstanding................................. 38,811 38,288
======== ========
</TABLE>
See Notes to Interim Condensed Consolidated Financial Statements.
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5
Harte-Hanks Communications, Inc. and Subsidiaries
Consolidated Statements of Cash Flows (in thousands)
- -------------------------------------------------------------------------------
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended March 31,
----------------------------
1997 1996
---- ----
<S> <C> <C>
Operating Activities
Net income.......................................... $ 10,017 $ 8,317
Add (deduct) non-cash income and expenses:
Depreciation ................................... 5,213 4,372
Goodwill amortization........................... 2,676 2,501
Amortization of option related compensation..... 252 456
Film amortization............................... 429 345
Deferred income taxes........................... 1,440 333
Other, net...................................... 531 39
Changes in operating assets and liabilities,
net of acquisitions and divestiture
Decrease in accounts receivable, net.............. 13,291 3,444
Decrease (increase) in inventory.................. 1,265 (227)
Increase in prepaid expenses and other
current assets.................................. (2,063) (3,159)
Increase (decrease)in accounts payable............ (902) 1,852
Decrease in other accrued expenses
and other liabilities........................... (9,956) (800)
Other, net........................................ 5,957 (346)
--------- --------
Net cash provided by operating activities....... 28,150 17,127
--------- --------
Investing Activities
Purchases of property, plant and equipment.......... (9,405) (5,143)
Proceeds from the sale of property, plant
and equipment and divested assets................. 1,746 16
Acquisitions........................................ (5,544) (11,590)
Payments on film contracts.......................... (465) (333)
--------- --------
Net cash used in investing activities............. (13,668) (17,050)
--------- --------
Financing Activities
Long term debt borrowings........................... 131,500 68,200
Payments on long term debt, including current
maturities ....................................... (141,065) (68,112)
Purchase of treasury stock.......................... (13,451) --
Issuance of common stock............................ 8,346 1,052
Dividends paid...................................... (741) (501)
--------- --------
Net cash used in financing activities............. (15,411) 639
--------- --------
Net increase (decrease) in cash .................... (929) 716
Cash at beginning of year....................... 12,017 18,102
--------- --------
Cash at end of period........................... $ 11,088 $ 18,818
========= ========
</TABLE>
See Notes to Interim Condensed Consolidated Financial Statements.
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6
Harte-Hanks Communications, Inc. and Subsidiaries
Notes to Interim Condensed Consolidated Financial Statements
(Unaudited)
NOTE A - FINANCIAL STATEMENTS
The accompanying unaudited Interim Condensed Consolidated Financial
Statements include the accounts of Harte-Hanks Communications, Inc. and
subsidiaries (the "Company").
The statements have been prepared in accordance with generally accepted
accounting principles for interim financial information and with the
instructions to Form 10-Q and Rule 10-01 of Regulation S-X. Accordingly,
they do not include all of the information and footnotes required by
generally accepted accounting principles for complete financial
statements. In the opinion of management, all adjustments (consisting of
normal recurring adjustments) considered necessary for a fair presentation
have been included. Operating results for the three months ended March
31, 1997 are not necessarily indicative of the results that may be
expected for the year ending December 31. For further information, refer
to the consolidated financial statements and footnotes included in the
Company's annual report on Form 10-K for the year ended December 31, 1996.
Certain prior period amounts have been reclassified for comparative
purposes.
NOTE B - ACQUISITION
Effective April 30, 1996, DiMark, Inc. ("DiMark") was merged with a
wholly-owned subsidiary of the Company, and each outstanding share of
DiMark common stock was converted into the right to acquire .656 of a
share of common stock of Harte-Hanks. As a result, Harte-Hanks issued
approximately 6.1 million shares of Harte-Hanks common stock to the
shareholders of DiMark and DiMark's outstanding stock options were
converted into options to acquire approximately 1.5 million shares of
Harte-Hanks common stock. The merger was accounted for on a
pooling-of-interests basis. Accordingly, the Company's financial
statements have been restated to include the results of DiMark for all
periods presented. The combined financial results include
reclassifications to conform financial statement preparation. Merger
expenses related to the transaction were $12.1 million ($8.7 million, net
of income taxes). Combined and separate results of the Company and DiMark
during the reporting period preceding the merger were as follows (in
thousands):
THREE MONTHS ENDED
MARCH 31, 1996
<TABLE>
<CAPTION>
HARTE-HANKS DIMARK ADJUSTMENTS COMBINED
----------- ------- ----------- --------
<S> <C> <C> <C> <C>
Revenues $124,899 $27,377 $(1,665) $150,611
Net Income 6,385 1,932 -- 8,317
</TABLE>
Adjustments consist of elimination of DiMark's postage costs from revenues
and cost of sales to conform to Harte-Hanks' accounting classification.
<PAGE> 7
7
NOTE C - INCOME TAXES
The Company's quarterly income tax provision of $7.8 million was
calculated using an effective income tax rate of 43.7%. The Company's
effective income tax rate is derived by estimating pretax income and
income tax expense for the year ended December 31, 1997. The effective
income tax rate calculated is higher than the federal statutory rate of
35% due to the addition of state taxes and to certain expenses recorded
for financial reporting purposes (primarily goodwill amortization) which
are not deductible for federal income tax purposes.
<PAGE> 8
8
2. Management's Discussion and Analysis of Financial Condition and
Results of Operations
- --------------------------------------------------------------------
RESULTS OF OPERATIONS
Operating results were as follows:
<TABLE>
<CAPTION>
Three months ended
In thousands March 31, 1997 March 31, 1996 Change
- --------------------------------------------------------------------
<S> <C> <C> <C>
Revenues $174,835 $150,611 16.1%
Operating expenses 153,573 132,773 15.7%
-------- --------
Operating income $ 21,262 $ 17,838 19.2%
======== ========
Net income $ 10,017 $ 8,317
======== ========
Fully diluted earnings
per share $ 0.26 $ 0.22
======== ========
</TABLE>
Consolidated revenues grew 16.1% to $174.8 million and operating income grew
19.2% to $21.3 million in the first quarter of 1997 when compared to the first
quarter of 1996. The Company's overall growth resulted from increased business
with both new and existing customers and from the sale of new products and
services. Overall operating expenses compared to 1996 increased 15.7% to
$153.6 million.
Net income grew 20.4% to $10 million, or 26 cents per share, compared to 22
cents per share on a fully diluted basis.
DIRECT MARKETING
Direct marketing operating results were as follows:
<TABLE>
<CAPTION>
Three months ended
In thousands March 31, 1997 March 31, 1996 Change
- --------------------------------------------------------------------
<S> <C> <C> <C>
Revenues $93,790 $72,512 29.3%
Operating expenses 83,300 63,513 31.2%
------- -------
Operating income $10,490 $8,999 16.6%
======= =======
</TABLE>
Direct marketing revenues increased $21.3 million, or 29.3%, in the first
quarter of 1997 when compared to 1996. Response management/teleservices,
database marketing, and logistics operations experienced significant revenue
growth. Response management/teleservices revenues increased due to new
customer gains, particularly in the high technology industry and increased
business with existing customers, and, to a lesser extent, due to two
acquisitions in May and August 1996. The company acquired Inquiry Handling
Service, a Los Angeles based response management company that serves the
high technology and electronics industries, in May and Lead Management
Group, a Boston based response management, telemarketing and fulfillment
company that serves the high technology industry, in August. Database
marketing revenues increased primarily due increased sales for database
creation and, to a lesser extent, due to the acquisition of Information
for Marketing, a London based database marketing service provider.
Logistics revenues increased due to higher product sales and new product
sales to
<PAGE> 9
9
new and existing retail industry customers. Lastly, revenues increased
due to the November 1996 acquisition of Marketing Communications Inc., a
Kansas City based integrated database marketing company that serves the
pharmaceutical industry.
Operating expenses increased $19.8 million, or 31.2%, in the first quarter of
1997 when compared to 1996. Payroll costs increased $9.4 million due to
expanded hiring to support revenue growth. Also contributing to increased
operating expenses were additional production costs of $7.1 million due to
increased volumes. Depreciation expense increased $0.9 million due to higher
levels of capital investments to support growth. Operating expenses were also
impacted by the acquisitions noted above.
SHOPPERS
Shopper operating results were as follows:
Three months ended
In thousands March 31, 1997 March 31, 1996 Change
- -------------------------------------------------------------------
<TABLE>
<S> <C> <C> <C>
Revenues $44,634 $42,994 3.8%
Operating expenses 40,434 39,663 1.9%
------- -------
Operating income $ 4,200 $ 3,331 26.1%
======= =======
</TABLE>
Shopper revenues increased $1.6 million, or 3.8%, in the first quarter of 1997
as compared to 1996. The increase was attributable to higher in-book
advertising revenue, primarily from display advertising, as well as increased
revenue from insert products.
Operating expenses increased $0.8 million, or 1.9%, in the first quarter of
1997 when compared to 1996. Payroll costs increased $0.9 million primarily due
to the impact of favorable operating income results on performance related
plans. Additionally, general and administrative expense increased $1.2 million
due to higher promotion costs as well as a higher provision for bad debt
related to the higher revenues. These expense increases were partially offset
by decreased paper costs of $0.9 million, due primarily to lower paper prices,
and decreased postage expenses. Postage costs decreased due to lower postal
rates from the June 1996 postal reclassification, $0.6 million, partially
offset by increased postage costs due to expansion, internal circulation growth
and increased distribution volumes. Additionally, operating income benefited
from a one-time state sales tax refund of $0.4 million.
NEWSPAPERS
Newspaper operating results were as follows:
Three months ended
In thousands March 31, 1997 March 31, 1996 Change
- -------------------------------------------------------------------
<TABLE>
<S> <C> <C> <C>
Revenues $30,236 $29,336 3.1%
Operating expenses 23,249 23,475 -1.0%
------- -------
Operating income $ 6,987 $ 5,861 19.2%
======= =======
</TABLE>
Newspaper revenues increased $0.9 million, or 3.1%, in the first quarter of
1997 when compared to 1996. Primary product advertising revenues were up $0.9
million, or 4.7%. In particular, classified advertising revenues increased
$0.6
<PAGE> 10
10
million, or 7.9%, as a result of increases both in rates and volumes.
Retail advertising revenues increased $0.3 million, or 3.1%, mainly due to
increased volumes. Niche product revenue increased 12.1%, primarily due to
continued growth in direct mail and a new shopper product launched in Wichita
Falls. Direct mail revenues grew as a result of expansion in the Anderson and
Wichita Falls markets. These advertising revenue increases were partially
offset by a $0.2 million decrease in commercial printing revenue due to the
absence of a print job which the customer now performs in-house.
Newspaper operating expenses decreased $0.2 million, or 1.0%, in the first
quarter of 1997 when compared to 1996. Paper costs decreased $0.8 million, or
17.4%, as a result of a continued decline in average newsprint prices, which
began in the third quarter of 1996. Partially offsetting the decrease in paper
costs were increases in labor costs of $0.4 million, or 4.2%, and a $0.1
million, or 3.6%, increase in general and administrative expense.
TELEVISION
Television operating results were as follows:
<TABLE>
<CAPTION>
Three months ended
In thousands March 31, 1997 March 31, 1996 Change
- --------------------------------------------------------------------
<S> <C> <C> <C>
Revenues $6,175 $5,769 7.0%
Operating expenses 4,294 4,297 -
------ ------
Operating income $1,881 $1,472 27.8%
====== ======
</TABLE>
Revenues for the television segment increased $0.4 million, or 7.0%, in the
first quarter of 1997 when compared to 1996. Television advertising revenues
increased $0.5 million primarily due to higher volumes of spot advertising. In
addition, radio advertising revenue grew due to increased program sales. These
revenue increases were partially offset by a decrease in graphics revenue due
to the discontinuation of graphics product sales. Operating expenses remained
flat during the first quarter of 1997 when compared to 1996.
Recent Development
On March 5, 1997, the Company announced plans to explore the divestiture of its
six daily newspapers, approximately 25 associated non-daily publications and
sole television station, KENS-TV, the CBS affiliate in San Antonio. Five of
the six daily newspapers are in Texas -- the Corpus Christi Caller-Times,
Abilene Reporter-News, Wichita Falls Times Record News, San Angelo
Standard-Times and Plano Star Courier. The sixth is the Anderson
Independent-Mail in South Carolina. The associated non-daily publications
include community newspapers and supplemental publications.
While the Company intends to pursue these divestitures, there can be no
assurance that one or more transactions will be successfully negotiated or
completed.
Acquisition
As described in Note B to the Notes to Interim Condensed Consolidated Financial
Statements included herein, on April 30, 1996, DiMark was merged with a
wholly-owned subsidiary of the Company, and each outstanding share of DiMark
common stock was converted into the right to acquire .656 of a share of common
stock of Harte-Hanks. As a result, Harte-Hanks issued approximately 6.1
million shares of
<PAGE> 11
11
Harte-Hanks common stock to the shareholders of DiMark, and DiMark's
outstanding stock options were converted into options to acquire
approximately 1.5 million shares of Harte-Hanks common stock. The
merger was accounted for on a pooling-of-interests basis, and all
historical information has been restated as if the pooling occurred at
the beginning of the periods presented. One-time merger expenses of
$12.1 million ($8.7 million after-tax) were recognized in the second
quarter of 1996.
Interest Expense/Interest Income
Interest expense decreased $0.2 million in the first quarter of 1997 when
compared to 1996 primarily due to lower effective interest rates.
Interest income was down $0.9 million in the first quarter of 1997 when
compared to 1996 due to interest income received in 1996 related to an income
tax refund from a favorable tax settlement.
Income Taxes
The Company's income tax expense for the first quarter of 1997 increased $1.2
million compared to the first quarter of 1996. This increase was due to the
higher income levels. The effective tax rate was 43.7% for the first quarter
of 1997 and 44.0% for the first quarter of 1996.
Liquidity and Capital Resources
Cash provided from operating activities for the three months ended March 31,
1997 was $28.2 million, as compared to $17.1 million for the three months ended
March 31, 1996. Net cash outflows for investing activities were $13.7 million
as compared to outflows of $17.0 million in 1996.
Capital resources are available from and provided through the Company's
unsecured credit facility. All borrowings under the revolving credit facility
are to be repaid by December 31, 2001. Management believes that its credit
facility, together with cash provided from operating activities, will be
sufficient to fund operations, anticipated capital and film expenditures and
debt service requirements for the foreseeable future. As of March 31, 1997,
the Company had $117.0 million of unused borrowing capacity under its credit
facility, of which $4.2 million was reserved to serve as backup for the
Company's short-term borrowing facilities.
New Accounting Pronouncement
In March 1997, the FASB issued Statement of Financial Accounting Standards No.
128, "Earnings per Share," which specifies the computing, presentation and
disclosure requirements for earnings per share. SFAS 128 is effective for all
periods ending after December 15, 1997 and requires retroactive restatement of
prior periods EPS. The statement replaces the "primary EPS" calculation with a
"basic EPS" and redefines the "dilutive EPS" computation. The Company will
implement the statement in the required period.
<PAGE> 12
12
PART II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits. See index to Exhibits on Page 13.
(b) No reports on Form 8-K were filed for the three months ended
March 31, 1997.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Company has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
HARTE-HANKS COMMUNICATIONS, INC.
May 15, 1997 /s/ Larry Franklin
---------------- ----------------------
Date Larry Franklin
President and
Chief Executive Officer
<PAGE> 13
13
<TABLE>
Exhibit
No. Description of Exhibit Page No.
- ------- ------------------------------------------------- --------
<S> <C> <C>
*11 Statement Regarding Computation of Earnings per 14
Common Share
*27 Financial Data Schedules 15
</TABLE>
* Filed herewith.
<PAGE> 1
Exhibit 11
HARTE-HANKS COMMUNICATIONS, INC. AND SUBSIDIARIES
EARNINGS PER SHARE COMPUTATIONS
(in thousands, except per share data)
PRIMARY
<TABLE>
<CAPTION>
Three Months Ended March 31,
----------------------------
1997 1996
---- ----
<S> <C> <C>
Net income................................ $10,017 $ 8,317
======= =======
Shares used in net earnings per
share computations...................... 38,734 38,289
======= =======
Earnings per share........................ $ .26 $ .22
======= =======
</TABLE>
COMPUTATION OF SHARES USED IN NET EARNINGS PER SHARE COMPUTATIONS
<TABLE>
<CAPTION>
Three Months Ended March 31,
----------------------------
1997 1996
---- ----
<S> <C> <C>
Average outstanding common shares......... 37,131 36,773
Average common equivalent shares --
dilutive effect of option shares........ 1,603 1,516
------ -------
Shares used in net earnings
per share computations.................. 38,734 38,289
====== =======
</TABLE>
FULLY DILUTED
<TABLE>
<CAPTION>
Three Months Ended March 31,
----------------------------
1997 1996
---- ----
<S> <C> <C>
Net income................................ $10,017 $ 8,317
======= =======
Shares used in net earnings
per share computations.................. 38,811 38,288
======= =======
Earnings per share........................ $ .26 $ .22
======= =======
</TABLE>
COMPUTATION OF SHARES USED IN NET EARNINGS PER SHARE COMPUTATIONS
<TABLE>
<CAPTION>
Three Months Ended March 31,
----------------------------
1997 1996
---- ----
<S> <C> <C>
Average outstanding common shares......... 37,131 36,773
Average common equivalent shares --
dilutive effect of option shares........ 1,680 1,515
------- ------
Shares used in net earnings
per share computations.................. 38,811 38,288
======= ======
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-END> MAR-31-1997
<CASH> 11,088
<SECURITIES> 0
<RECEIVABLES> 97,965
<ALLOWANCES> 2,477
<INVENTORY> 12,455
<CURRENT-ASSETS> 141,385
<PP&E> 241,349
<DEPRECIATION> 126,224
<TOTAL-ASSETS> 583,673
<CURRENT-LIABILITIES> 87,763
<BONDS> 208,440
0
0
<COMMON> 37,724
<OTHER-SE> 224,380
<TOTAL-LIABILITY-AND-EQUITY> 583,673
<SALES> 174,835
<TOTAL-REVENUES> 174,835
<CGS> 127,545
<TOTAL-COSTS> 153,573
<OTHER-EXPENSES> 3,478
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 3,293
<INCOME-PRETAX> 17,784
<INCOME-TAX> 7,767
<INCOME-CONTINUING> 10,017
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 10,017
<EPS-PRIMARY> .26
<EPS-DILUTED> .26
</TABLE>