<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 10-Q
QUARTERLY REPORT UNDER SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For Quarter Ended March 31, 1995 Commission file number 17088
----------------------- -----
AMERICAN BUSINESS PRODUCTS, INC
- --------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Georgia 58-1030529
- -------------------------------------------------------------------------------
(State of Incorporation) (IRS Employer
Identification No)
2100 RiverEdge Parkway, Suite 1200, Atlanta, Georgia 30328
- -------------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (404) 953-8300
-----------------------------
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
----- -----
Common Stock, $2.00 par value 10,664,131 shares
----------------------------- --------------------------------
(Class) (Outstanding at March 31, 1995)
Page 1 of 8
Exhibit Index on Page 6
1
<PAGE> 2
PART I
FINANCIAL INFORMATION
Item 1. Financial Statements
The Consolidated Balance Sheets of the Company as of March 31, 1995, and
December 31, 1994 and the Consolidated Income Statements of the Company for the
three months ended March 31, 1995 and 1994, are incorporated herein by
reference to the Company's Quarterly Report to Shareholders for the three
months ended March 31, 1995, attached hereto as Exhibit 19. Set forth below
are the Condensed Consolidated Statements of Cash Flows of the Company for the
three months ended March 31, 1995 and 1994, along with certain notes to the
financial statements.
AMERICAN BUSINESS PRODUCTS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE THREE MONTHS ENDED MARCH 31, 1995, AND 1994 (UNAUDITED)
(Dollars in Thousands)
<TABLE>
<CAPTION>
1995 1994
------- -------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES
- ------------------------------------
Income from operations $ 5,949 $ 3,661
Adjustments to reconcile net income to net cash
provided by operating activities -5,447 -5,284
------- -------
Net cash (used) provided by operating activities 502 -1,623
CASH FLOWS USED IN INVESTING ACTIVITIES
- ---------------------------------------
Decrease in cash value of life insurance 1,274 1,602
Additions to plant and equipment -4,134 -2,827
Other 3 2
------- -------
Net cash used in investing activities -2,857 -1,223
CASH FLOWS USED BY FINANCING ACTIVITIES
- ---------------------------------------
(Decrease) in long-term debt -422
Dividends paid -2,246 -2,137
Other 5 -369
------- -------
Net cash (used) provided by financing activities -2,663 -2,506
Net (decrease) in cash and cash equivalents -5,018 -5,352
Cash and cash equivalents at beginning of year 25,997 30,151
------- -------
Cash and cash equivalents at end of period $20,979 $24,799
======= =======
</TABLE>
2
<PAGE> 3
AMERICAN BUSINESS PRODUCTS, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
1. Unaudited Consolidated Financial Statements
The consolidated financial statements have been prepared in accordance
with generally accepted accounting principles which in certain
instances requires the use of management's estimates.
The information contained in these consolidated financial statements
and notes is unaudited, but in the opinion of management, all
adjustments necessary for a fair presentation of such information have
been made. All such adjustments are of a normal recurring nature.
Certain information and footnote disclosures normally included in
financial statements prepared in accordance with generally accepted
accounting principles have been omitted pursuant to applicable rules
and regulations of the Securities and Exchange Commission. The
condensed consolidated financial statements included herein should be
read in conjunction with the audited financial statements and notes
thereto contained in the Company's Annual Report on Form 10-K for the
year ended December 31, 1994.
2. Consolidation Policy
The condensed consolidated financial statements include the accounts
of the Company and its subsidiaries, all of which are wholly-owned.
Intercompany balances and transactions have been eliminated.
3. Nature of Operations
The Company manufactures and markets envelope products, business
forms, labels and other supplies for business and industry;
manufactures and distributes hardcover and softcover books for the
publishing industry; and markets extrusion coating and laminating of
papers, films, and nonwoven fabrics for use in medical, industrial and
consumer packaging. The markets for these products are located
principally throughout the continental United States.
4. Net Income Per Share
Net income per common share is based upon the weighted average number
of shares outstanding during each period: 10,662,816 and 10,682,195
for the three month periods ended March 31, 1995, and March 31, 1994,
respectively.
3
<PAGE> 4
5. Inventories ($000's)
Inventories consisted of the following at the dates indicated:
<TABLE>
<CAPTION>
March 31, 1995 December 31, 1994
<S> <C> <C>
Products finished or in process $27,444 $25,685
Raw materials 26,930 25,560
Supplies 710 684
------- -------
Total $55,084 $51,929
======= =======
</TABLE>
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations
1. Liquidity and Capital Resources
The current ratio increased to 2.6 to 1 at March 31, 1995, from 2.4 to
1 at December 31, 1994.
The Company does not anticipate incurring significant additional debt
and internal cash flows should be sufficient to generate funds for
normal operations.
2. Results of Operations
Sales during the first quarter of 1995 increased by 11.8% over sales
for the same period of 1994. Most of the increase resulted from more
favorable pricing.
Cost of goods sold as percentage of sales decreased slightly to 70.1%
in 1995 from 70.2% in 1994. Selling and administrative expenses
decreased to 22.2% of sales in 1995 compared to 23.3% in 1994 as a
result of the Company's continuing efforts to control expenses.
Interest expense decreased to 1.4% of sales in 1995 from 1.7% in 1994
as a result of reduced debt levels.
The effective income tax rate for the first quarter of 1995 increased
to 40.7% compared to 39.3% in 1994 as a result of several factors
including decreased levels of non-taxable income and increased
provisions for state income taxes.
4
<PAGE> 5
PART II
OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K.
a. Exhibits attached hereto:
<TABLE>
<CAPTION>
Number Description
- ------ -----------
<S> <C>
10.1 Executive Compensation Plans and Arrangements:
(a) Second Amendment to 1991 Stock Option Plan
19 Quarterly Report to Shareholders
for the three months ended March 31, 1995.
27 Financial Data Schedules for First Quarter 1995 10-Q
(for SEC use only)
</TABLE>
b. Reports on Form 8-K.
None
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.
AMERICAN BUSINESS PRODUCTS, INC.
--------------------------------
(Registrant)
DATE: May 9, 1995 /S/ W. C. Downer
-------------------------------------
W. C. Downer, Vice President-Finance
(Chief Financial and Accounting
Officer and Duly Authorized Officer)
5
<PAGE> 6
AMERICAN BUSINESS PRODUCTS, INC.
INDEX OF EXHIBITS
<TABLE>
<CAPTION>
Number Description
- ------ -----------
<S> <C>
10.1 Executive Compensation Plans and
Arrangements
(a) Second Amendment to
1991 Stock Option
19 Quarterly Report to Shareholders
for the three months ended March 31, 1995
27 Financial Data Schedules for First Quarter
1995 10-Q (for SEC use only)
</TABLE>
6
<PAGE> 1
EXHIBIT 10.1
SECOND AMENDMENT
TO THE
AMERICAN BUSINESS PRODUCTS, INC. 1991 STOCK OPTION PLAN
This Second Amendment to the American Business Products, Inc.
1991 Stock Option Plan (the "Plan") is made and entered into this 26th day of
April 1995, by American Business Products, Inc. (the "Company").
WHEREAS, at its meeting on February 8, 1995, the Board of
Directors of the Company (the "Board") determined to amend the Plan: (i) to
change the name of the Plan to the "American Business Products, Inc. 1991 Stock
Incentive Plan"; (ii) to permit the Committee to grant restricted stock awards
to certain key employees who have exhibited extraordinary performance or who
have met certain long-term performance goals which have been established by the
Committee before the performance period begins; and (iii) to increase the
number of shares reserved for issuance under the Plan by 500,000 shares; and
WHEREAS, the Board authorized the registration and listing of
the additional shares reserved for issuance under the Plan; and
WHEREAS, Section 10 of the Plan provides that the Company may
amend the Plan upon Board approval;
NOW, THEREFORE, the Plan is hereby amended as follows:
1. The name of the Plan is hereby changed to the "American
Business Products, Inc. 1991 Stock Incentive Plan.
2. Section 3 of the Plan is hereby amended by changing the number
"300,000" to "950,000."
3. A new Section 6A is hereby inserted in the Plan, following
Section 6 and before Section 7 of the Plan, to read as follows:
"6A. Restricted Stock.
Restricted Stock may be awarded to key employees from time to
time and at such times as may be authorized by the Committee. At its
discretion, the Committee may appoint a subcommittee composed only of
outside directors of the Company to administer the awards of
Restricted Stock. The Committee (or its appointed subcommittee) shall
have the sole discretion to award Restricted Stock to a key employee
either (i) as recognition of extraordinary performance on the
Company's behalf, or (ii) as recognition for attainment of specified,
objective, long-term performance goals.
The Committee (or its appointed subcommittee) may establish,
in writing, certain objective, long-term performance goals for
specified key employees, and upon attainment of those goals, may grant
Restricted Stock (in an amount stated in the preestablished goals) to
reward those key employees for their long-term performance. Long-
term goals will be considered for
<PAGE> 2
performance periods of not less than three years. The Committee shall
establish the objective, long-term performance goals and communicate
such goals to the applicable key employees prior to the beginning of
the performance period to be measured. As soon as practicable after
the end of the performance period, the Committee shall ascertain
whether such specified goals were met and, if so, shall certify in
writing by approved minutes of its meeting that the performance goals
were met, and shall then make an award of the prespecified number of
shares of Restricted Stock to the key employee. The Committee may not
increase the number of shares of Restricted Stock to be granted upon
the attainment of the preestablished long-term performance goals;
however, the Committee may, in its discretion, decrease or eliminate
the award of Restricted Stock upon the attainment of the goals.
An award of Restricted Stock shall provide a key employee with
immediate rights of ownership in the shares of Common Stock underlying
the award, but such shares shall be subject to such restrictions as
the Committee shall specify and shall be subject to forfeiture by the
key employee until the earlier of (i) the time such restrictions lapse
or are satisfied, or (ii) the time such shares are forfeited. In its
authorization of an award of Restricted Stock hereunder, the Committee
shall specify the name of the key employee, the number of shares of
Restricted Stock to be awarded and the restrictions to which such
Restricted Stock shall be subject. The Committee then shall prepare a
written agreement, executed and dated by the Company, evidencing such
terms of the award (the "Restriction Agreement"). The Committee shall
present such Restriction Agreement to the key employee. The failure
of the key employee to execute the Restriction Agreement within 30
days after the date of the receipt of same shall render the
Restriction Agreement and the underlying award of Restricted Stock
null and void ab initio. Restriction Agreements and the Restricted
Stock awarded thereby shall comply with and be subject to the
following terms and conditions:
(a) Key Employee and Number of Shares. Each
Restriction Agreement shall state the name of the key employee
and the total number of shares of the Common Stock to which it
pertains.
(b) Restrictions on Stock. The vesting of
complete ownership rights in any Restricted Stock awarded
pursuant to this Section shall be subject to such terms and
conditions as the Committee may determine in its sole
discretion; provided, no key employee shall be required to pay
any consideration in the form of cash or other property as a
condition to acquiring the Restricted Stock. A key employee
shall vest and obtain a nonforfeitable interest in the
Restricted Stock as of the date that the last of such terms
and conditions is satisfied; provided, if such terms and
conditions are not satisfied by the deadline, if any,
designated by the Committee and specified in the Restriction
Agreement, the portion of Restricted Stock still subject to
such terms and conditions shall be forfeited and returned to
the Company. The Committee, in its sole discretion, may
provide for the lapse of the terms and conditions to which
Restricted Stock is subject in installments, and may provide
for different terms and conditions and/or a different
restriction period with respect to each award, or any portion
of an award, of Restricted Stock.
(c) Delivery of Restricted Stock.
(i) The Company shall make delivery of
the shares of Restricted Stock within a reasonable
period of time
-2-
<PAGE> 3
after execution of a Restriction Agreement; provided,
if any law or regulation requires the Company to take
any action (including, but not limited to, the filing
of a registration statement under the 1933 Act and
causing such registration statement to become
effective) with respect to such shares before the
issuance thereof, then the date of delivery of such
shares shall be extended for the period necessary to
take such action.
(ii) Unless the certificates representing
shares of the Restricted Stock are deposited with a
custodian pursuant to Paragraph (iii) of this
subsection, if applicable, each such certificate
shall bear the following legend (in addition to any
other restrictive legends required pursuant to
Section 9):
"The transferability of this certificate and
the shares of stock represented hereby are
subject to the restrictions, terms and
conditions (including forfeiture and
restrictions against transfer) contained in
the American Business Products, Inc. 1991
Stock Incentive Plan and a Restriction
Agreement, dated _________, 19___, between
__________________________________________
____________________________ and American
Business Products, Inc. The Plan and
Restriction Agreement are on file in the
office of the Secretary of American Business
Products, Inc."
Such legend shall be removed from any certificate
evidencing such shares of Restricted Stock as of the
date that such shares become nonforfeitable.
(iii) As an alternative to delivering a
stock certificate to the key employee pursuant to
paragraph (ii) of this subsection, any certificate
evidencing Restricted Stock may be deposited by the
Company with a custodian to be designated by the
Committee. The Company shall cause the custodian to
issue to the key employee a receipt for any
Restricted Stock deposited with it in accordance with
this subsection. Such custodian shall hold the
deposited certificates and deliver the same to the
key employee in whose name the shares of Restricted
Stock evidenced thereby are registered only after
such shares become nonforfeitable.
(iv) A key employee shall pay in cash (or
have withheld from his or her compensation) an amount
equal to the amount, if any, which the Company is
required at any time to withhold under the income tax
withholding provisions of the
-3-
<PAGE> 4
Code and of the income tax laws of the state of the
key employee's residence.
(d) Termination of Employment. Except as
otherwise determined by the Committee and set forth in a
Restriction Agreement, in the event that the employment of a
key employee to whom Restricted Stock has been granted is
terminated for any reason (including a termination by the
Company whether or not for good cause and a termination by
reason of the death, disability or retirement of the key
employee) before satisfaction of the terms and conditions to
which the Restricted Stock is subject, all shares of
Restricted Stock still subject to restriction shall be
forfeited and shall be reacquired by the Company.
(e) Transfer. No shares of Restricted Stock
shall be sold, exchanged, transferred, pledged, hypothecated
or otherwise disposed of while such shares are still subject
to restriction, except that, subject to Section 6A(d), such
Restricted Stock may be bequeathed by will or transferred by
operation of the laws of descent and distribution.
(f) Waiver of Restrictions. If the Committee
determines that, in cases of death, disability, retirement, or
other circumstances determined by the Committee, a waiver of
any or all remaining restrictions with respect to a key
employee's Restricted Stock would be desirable, it may elect
in its sole discretion to waive such remaining restrictions.
(g) Rights as a Shareholder. Upon delivery of
Restricted Stock to the key employee (or the custodian, if
any), the key employee shall, except as set forth in Section
6A(e), have all of the rights of a shareholder with respect to
the Restricted Stock, including the right to vote the shares
of Restricted Stock and receive all dividends or other
distributions paid or made with respect to the Restricted
Stock. Until such delivery, the key employee shall have no
rights as a shareholder."
4. The effective date of this Second Amendment to the Plan shall
be February 8, 1995.
5. Except as specifically set forth herein, the terms of the Plan
shall remain in full force and effect.
IN WITNESS WHEREOF, the Company has caused this Second Amendment to
the Plan to be executed by its duly authorized officer as of the date first
above written.
AMERICAN BUSINESS PRODUCTS, INC.
By: /S/ Thomas R. Carmody
----------------------------
Title: Chairman and Chief Executive
Officer
-4-
<PAGE> 1
EXHIBIT 19
AMERICAN BUSINESS PRODUCTS, INC.
- --------------------------------------------------------------------------------
(LOGO)
TO OUR SHAREHOLDERS:
American Business Products, Inc. started off 1995 with the highest quarterly
sales in the company's history. Income before 1994 accounting changes also set a
first quarter record, increasing nearly 40%.
For the first quarter, sales reached a record $157.4 million, up 11.8% over
first quarter 1994. Income rose to $5.9 million, or $.56 per share, compared
with $4.3 million, or $.40 per share, for first quarter 1994 before the effect
of FASB accounting changes. Net income of $5.9 million for first quarter 1995
compared with net income of $3.7 million, or $.34 per share last year.
This exceptional quarter benefited from a strong performance throughout ABP
operations. Our continuing cost efficiencies and the effects of consolidations
and restructuring combined with the firming of prices helped improve our margins
year-to-year.
The Board of Directors at their meeting yesterday approved a 3-for-2 split of
ABP Common Stock to be paid as a 50% stock dividend on June 15 to shareholders
of record June 1. This will increase floating shares available for trading and
should generate greater activity in the stock to the benefit of shareowners. The
Directors also approved a regular quarterly dividend on pre-split shares of $.21
per share payable June 15 to shareholders of record on June 1.
At the Annual Shareholders meeting held April 26, Marvin Schmalzried retired
from the Board in accordance with our retirement guidelines. We thank him for
his 13 years of service as a Director. Rex McClelland, Senior Vice
President-Corporate Services, Delta Air Lines, Inc. has been appointed to fill
Mr. Schmalzried's unexpired term. These four Directors were re-elected to
three-year terms: Thomas R. Carmody, Robert W. Gundeck, Hollis L. Harris and W.
Stell Huie.
Given a continuing healthy economy, we anticipate that 1995 will be another good
year for ABP.
<TABLE>
<S> <C>
Thomas R. Carmody Robert W. Gundeck
Chairman and President and
Chief Executive Officer Chief Operating Officer
</TABLE>
April 27, 1995
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
FINANCIAL HIGHLIGHTS (DOLLARS IN THOUSANDS) FIRST QUARTER
PERIOD ENDED MARCH 31 1995 1994
<S> <C> <C>
Net sales $157,384 $140,715
Income before cumulative effect of changes in accounting
principles 5,949 4,266
Income per common share before cumulative effect of changes in
accounting principles .56 .40
Net income 5,949 3,661
Net income per common share .56 .34
Dividends per common share .21 .20
</TABLE>
- --------------------------------------------------------------------------------
<PAGE> 2
CONSOLIDATED INCOME STATEMENTS
(DOLLARS IN THOUSANDS, EXCEPT PER SHARE DATA)
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
1995 1994
------------ ------------
<S> <C> <C>
QUARTER ENDED MARCH 31
Net Sales.................................................. $ 157,384 $ 140,715
------------ ------------
Cost of Goods Sold......................................... 110,368 98,790
Selling and Administrative Expenses........................ 34,924 32,773
------------ ------------
145,292 131,563
------------ ------------
Operating Income........................................... 12,092 9,152
Other Income (Expense)
Interest Expense......................................... (2,161) (2,366)
Miscellaneous -- Net..................................... 97 237
------------ ------------
Income Before Income Taxes and Cumulative Effect of Changes
in Accounting Principles................................. 10,028 7,023
Provision for Income Taxes................................. 4,079 2,757
------------ ------------
Income Before Cumulative Effect of Changes in Accounting
Principles............................................... 5,949 4,266
Cumulative Effect of Changes In Accounting Principles...... (605)
------------ ------------
Net Income................................................. $ 5,949 $ 3,661
============= =============
Per Common Share:
Income before cumulative effect of changes in accounting
principles............................................ $ .56 $ .40
Net income............................................... .56 .34
Dividends Per Common Share................................. .21 .20
Average Number of Common Shares Outstanding................ 10,662,816 10,682,195
</TABLE>
(Unaudited)
- --------------------------------------------------------------------------------
<PAGE> 3
CONSOLIDATED BALANCE SHEETS
(DOLLARS IN THOUSANDS)
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
MARCH 31, DECEMBER 31,
1995 1994
--------- ------------
<S> <C> <C>
Current Assets
Cash and cash equivalents.................................. $ 20,979 $ 25,997
Accounts receivable, less allowances of $2,262 and
$2,379.................................................. 78,888 72,536
Inventories................................................ 55,084 51,929
Other...................................................... 707 2,250
--------- ------------
Total Current Assets............................... 155,658 152,712
Plant And Equipment -- At Cost
Land....................................................... 5,933 5,983
Buildings and improvements................................. 53,788 52,011
Machinery and equipment.................................... 128,644 127,645
--------- ------------
188,365 185,639
Less accumulated depreciation.............................. 96,000 93,199
--------- ------------
92,365 92,440
Intangible Assets From Acquisitions
Goodwill, less amortization of $2,845 and $2,605........... 31,289 31,528
Other, less amortization of $4,173 and $3,973.............. 2,249 2,449
--------- ------------
33,538 33,977
Deferred Income Taxes........................................ 10,345 10,495
Other Assets................................................. 21,422 22,477
--------- ------------
$313,328 $312,101
========== =============
Current Liabilities
Accounts payable........................................... $ 40,085 $ 41,674
Salaries and wages......................................... 8,697 9,771
Profit sharing contributions............................... 1,967 4,397
Income taxes............................................... 3,592 1,340
Current maturities of long-term debt....................... 6,114 6,237
--------- ------------
Total Current Liabilities.......................... 60,455 63,419
Long-Term Debt............................................... 74,845 75,144
Supplemental Retirement Benefits............................. 14,278 13,609
Postretirement and Postemployment Benefits................... 22,561 22,448
Stockholders' Equity
Common stock -- $2 par value; authorized 50,000,000 shares,
issued 10,787,229 and 10,784,229 shares................. 21,575 21,569
Additional paid-in capital................................. 160 118
Retained earnings.......................................... 121,798 118,095
Foreign currency translation adjustment.................... 64 64
--------- ------------
143,597 139,846
Less 123,098 and 121,478 shares of Common Stock in
treasury -- at cost..................................... 2,408 2,365
--------- ------------
141,189 137,481
--------- ------------
$313,328 $312,101
========== =============
</TABLE>
(Unaudited)
- --------------------------------------------------------------------------------
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
FINANCIAL STATEMENTS OF AMERICAN BUSINESS PRODUCTS, INC. FOR THE THREE MONTHS
ENDED MARCH 31, 1995, 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-31-1995
<PERIOD-START> JAN-01-1995
<PERIOD-END> MAR-31-1995
<CASH> 20,979
<SECURITIES> 0
<RECEIVABLES> 81,150
<ALLOWANCES> 2,262
<INVENTORY> 55,084
<CURRENT-ASSETS> 155,658
<PP&E> 188,365
<DEPRECIATION> 96,000
<TOTAL-ASSETS> 313,328
<CURRENT-LIABILITIES> 60,455
<BONDS> 74,845
<COMMON> 21,575
0
0
<OTHER-SE> 119,614
<TOTAL-LIABILITY-AND-EQUITY> 313,328
<SALES> 157,384
<TOTAL-REVENUES> 0
<CGS> 110,368
<TOTAL-COSTS> 145,292
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 2,161
<INCOME-PRETAX> 10,028
<INCOME-TAX> 4,079
<INCOME-CONTINUING> 5,949
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 5,949
<EPS-PRIMARY> .56
<EPS-DILUTED> .56
</TABLE>
