SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM 10-Q/A
Amendment No. 1
____________________________
[ X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended September 27, 1997
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Commission File Number 1-6085
____________________________
IBP, inc.
a Delaware Corporation
I.R.S. Employer Identification No. 42-0838666
IBP Avenue
Post Office Box 515
Dakota City, Nebraska 68731
Telephone 402-494-2061
____________________________
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, and (2) has been subject to such filing
requirements for the past 90 days.
YES [X] NO [ ]
As of November 1, 1997, the registrant had outstanding 92,599,365 shares
of its common stock ($.05 par value).
PART I. FINANCIAL INFORMATION
IBP, inc. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands)
September 27, December 28,
1997 1996
------------ -----------
(Unaudited)
ASSETS
CURRENT ASSETS:
Cash and cash equivalents $ 32,561 $ 94,164
Marketable securities 4,235 169,476
Accounts receivable, less allowance for
doubtful accounts of $10,820 and $9,873 612,288 500,781
Inventories 392,021 299,700
Deferred income tax benefits and
prepaid expenses 73,489 46,464
--------- ---------
TOTAL CURRENT ASSETS 1,114,594 1,110,585
Property, plant and equipment,
less accumulated depreciation
of $754,656 and $697,510 1,003,293 816,206
Intangible assets, net of accumulated
amortization of $133,860 and $122,110 682,886 207,471
Other assets 46,668 40,233
--------- ---------
$2,847,441 $2,174,495
========= =========
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Notes payable to banks $ 287,050 $ -
Accounts payable 262,575 299,785
Deferred income taxes and other
current liabilities 375,271 304,346
--------- ---------
TOTAL CURRENT LIABILITIES 924,896 604,131
Long-term debt and capital lease
obligations 568,749 260,008
Deferred income taxes and other
liabilities 129,865 106,701
STOCKHOLDERS' EQUITY:
Common stock at par value 4,750 4,750
Additional paid-in capital 417,255 427,456
Retained earnings 867,566 779,199
Currency translation adjustments (1,196) (32)
Treasury stock (64,444) (7,718)
--------- ---------
TOTAL STOCKHOLDERS' EQUITY 1,223,931 1,203,655
--------- ---------
$2,847,441 $2,174,495
========= =========
See accompanying notes to condensed consolidated financial statements.
-2-
IBP, inc. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS
(Unaudited)
(In thousands except per share data)
13 Weeks Ended 39 Weeks Ended
----------------------- ----------------------
Sept. 27, Sept. 28, Sept. 27, Sept. 28,
1997 1996 1997 1996
---------- ---------- ---------- ----------
Net sales $3,416,706 $3,175,940 $9,999,634 $9,520,930
Cost of products sold 3,291,265 3,081,468 9,671,378 9,132,971
--------- --------- --------- ---------
Gross profit 125,441 94,472 328,256 387,959
Selling, general and
administrative expense 64,460 28,523 150,159 93,211
--------- --------- --------- ---------
EARNINGS FROM OPERATIONS 60,981 65,949 178,097 294,748
Interest expense, net 14,060 482 24,502 3,566
--------- --------- --------- ---------
Earnings before income
taxes 46,921 65,467 153,595 291,182
Income tax expense 17,800 25,000 58,300 110,700
--------- --------- --------- ---------
NET EARNINGS $ 29,121 $ 40,467 $ 95,295 $ 180,482
========= ========= ========= =========
Earnings per share $ .31 $ .42 $1.01 $1.87
==== ==== ==== ====
Dividends per share $.025 $.025 $.075 $.075
==== ==== ==== ====
Average common and common
equivalent shares 93,602 96,652 94,169 96,734
====== ====== ====== ======
See accompanying notes to condensed consolidated financial statements.
-3-
IBP, inc. AND SUBSIDIARIES
CONDENSED CONSOLIDATED
STATEMENTS OF CASH FLOWS
(Unaudited)
(In thousands)
39 Weeks Ended
-------------------------------
September 27, September 28,
1997 1996
------------ ------------
Inflows(outflows)
NET CASH FLOWS PROVIDED BY
OPERATING ACTIVITIES $ 9,134 $ 155,240
--------- ---------
CASH FLOWS FROM INVESTING ACTIVITIES:
Proceeds from disposals of marketable
securities 380,439 595,624
Payments for acquisitions of subsidiaries,
net of cash acquired (325,234) -
Purchases of marketable securities (215,073) (700,155)
Capital expenditures (93,389) (134,153)
Other investing activities, net 10,940 1,209
Net cash flows used in investing --------- ---------
activities (242,317) (237,475)
--------- ---------
CASH FLOWS FROM FINANCING ACTIVITIES:
Increase (decrease) in short-term
debt 333,500 (200,000)
Principal payments on long-term
obligations (211,420) (495)
Proceeds from issuance of long-term
debt 132,253 197,871
Purchases of treasury stock (65,617) (2,472)
Net change in checks in process of
clearance (8,697) 7,475
Other financing activities, net (8,305) (11,694)
Net cash flows provided by (used in) --------- ---------
financing activities 171,714 (9,315)
Effect of exchange rate on cash --------- ---------
and cash equivalents (134) 572
Net change in cash and --------- ---------
cash equivalents (61,603) (90,978)
Cash and cash equivalents at beginning
of period 94,164 116,277
Cash and cash equivalents at end of --------- ---------
period $ 32,561 $ 25,299
========= =========
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:
Cash paid during the periods for:
Interest, net of amounts capitalized $ 21,316 $ 4,204
Income taxes, net of refunds received 39,934 107,017
Depreciation and amortization expense 79,012 60,731
See accompanying notes to condensed consolidated financial statements.
-4-
IBP, inc. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
A. GENERAL
The condensed consolidated balance sheet of IBP, inc. and subsidiaries
("IBP" or "the company") at December 28, 1996 has been taken from audited
financial statements at that date and condensed. All other condensed
consolidated financial statements contained herein have been prepared by IBP
and are unaudited. The condensed consolidated financial statements should be
read in conjunction with the consolidated financial statements and the notes
thereto included in IBP's Annual Report on Form 10-K for the year ended
December 28, 1996.
In the opinion of management, the accompanying unaudited condensed
consolidated financial statements contain all adjustments, consisting only of
normal recurring adjustments, necessary to present fairly the financial
position of IBP, inc. and its subsidiaries at September 27, 1997 and the
results of their operations and their cash flows for the periods presented
herein.
Certain reclassifications have been made to prior financial statements to
conform to the current year presentation.
B. OTHER
IBP's interim operating results may be subject to substantial fluctuations
which do not necessarily occur or recur on a seasonal basis. Such fluctuations
are normally caused by competitive and other conditions in the cattle and hog
markets over which IBP has little or no control. Therefore, the results of
operations for the interim periods presented are not necessarily indicative of
the results to be attained for the full fiscal year.
C. INVENTORIES
Inventories, valued at the lower of first-in, first-out cost or market,
are comprised of the following:
September 27, December 28,
1997 1996
------------ -----------
(In thousands)
Product inventories:
Raw materials $ 27,381 $ 15,285
Work in process 89,024 76,880
Finished goods 173,011 124,868
------- -------
289,416 217,033
Livestock 32,149 28,756
Supplies 70,456 53,911
------- -------
$392,021 $299,700
======= =======
-5-
IBP, inc. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS-CONTINUED
D. ACQUISITION
On May 7, 1997, the company, through a wholly-owned subsidiary,
completed a merger with Foodbrands America, Inc. ("Foodbrands") for
approximately $287 million, excluding transaction costs, and assumed
liabilities of approximately $528 milllion. Foodbrands is a leading U.S.
producer, marketer and distributor of frozen and refrigerated products to
the "away from home" food preparation market, which is the fastest-growing
segment of the food industry. The acquisition was accounted for by the
purchase method of accounting. The excess of the aggregate purchase price
over fair value of identifiable assets acquired of approximately $462 million
was recognized as goodwill and is being amortized over 40 years. Foodbrands'
historical goodwill of approximately $182 million was eliminated.
The operating results of Foodbrands are included in IBP's consolidated
results of operations from the date of acquisition. The following pro forma
financial information assumes the acquisition occurred at the beginning of
1996. These results have been prepared for comparative purposes only and do
not purport to be indicative of what would have occurred had the acquisition
been made at the beginning of 1996, or of the results which may occur in the
future (in thousands except per share data).
39 Weeks Ended
----------------------------
Sept. 27, Sept. 28,
1997 1996
----------- -----------
Net sales $10,207,070 $10,055,030
Earnings from operations 191,471 323,504
Earnings before
extraordinary item 94,262 184,841
Net earnings 94,262 179,790
Earning per share:
Earnings before
extraordinary item $1.00 $1.91
Net earnings 1.00 1.86
The company made other acquisitions in 1997 for which pro forma results
were not included above because their impact was not material.
E. LONG-TERM OBLIGATIONS
Long-term obligations are summarized as follows (in thousands):
Sept. 27, December 28,
1997 1996
--------- -----------
7.45% Senior Notes due 2007 $125,000 $ -
10.75% Senior Subordinated
Notes due 2006 112,050 -
6.125% Senior Notes due 2006 100,000 100,000
7.125% Senior Notes due 2026 100,000 100,000
Revolving Credit Facilities 112,950 50,000
Present value of minimum
capital lease obligations 19,599 9,610
Other 1,518 1,044
------- -------
571,117 260,654
Less amounts due with one year 2,368 646
------- -------
$568,749 $260,008
======= =======
-6-
IBP, inc. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - CONTINUED
In June 1997, the company, through a wholly-owned subsidiary, completed
its public offering of $125 million principal amount of 7.45% Senior Notes due
2007. The net proceeds from the offering were used to reduce borrowings under
IBP's revolving credit facilities.
The 10.75% Senior Subordinated Notes are Foodbrands obligations which
are quaranteed by all of Foodbrands' direct and indirect subsidiaries, all of
which are wholly-owned. There were $115 million of Foodbrands Senior
Subordinated Notes outstanding at September 27, 1997; however, IBP purchased
$3 million subsequent to acquiring Foodbrands.
F. CREDIT ARRANGEMENTS
On May 1, 1997, IBP entered into a new one-year revolving credit
agreement with Bank of America for up to $100 million in potential borrowings.
This agreement expands the company's borrowing capacity to $600 million under
committed facilities. Borrowings of $350 million were outstanding under these
facilities as of September 27, 1997, $113 million of which was classified as
long-term in the condensed consolidated balance sheet.
G. COMMITMENTS AND CONTINGENCIES
IBP is involved in numerous disputes incident to the ordinary course of
its business. In the opinion of management, any liability for which provision
has not been made relative to the various lawsuits, claims and administrative
proceedings pending against IBP, including that described below, will not
have a material adverse effect on its consolidated results of operations,
financial position or liquidity.
In July 1996, a lawsuit was filed in the U.S. District Court, Middle
District of Alabama, against IBP by certain cattle producers seeking
certification of a class of all cattle producers. The complaint alleges,
inter alia, that IBP has used its market power and alleged "captive supply"
agreements to reduce the prices paid to producers for cattle. Plaintiffs
recently disclosed that, in addition to declaratory relief and punitive
damages, they seek disgorgement of all profits earned in 1994, 1995 and 1996
in excess of what they deem a "fair" return. Management believes that class
certification is unlikely and that, in any event, it has acted properly and
lawfully in its dealings with cattle producers.
-7-
MANAGEMENT'S DISCUSSION AND ANALYSIS
RESULTS OF OPERATIONS
- ---------------------
Gross profit, measured as a percentage of net sales, increased to 3.7%
in the third quarter 1997 from 3.0% in the same 1996 period. Excluding
results of new acquisitions Foodbrands America, Inc. ("Foodbrands") and The
Bruss Company ("Bruss") (see descriptions of acquisitions below), gross profit
fell to 2.5% in the third quarter 1997. Slightly higher beef capacity
utilization was more than offset with new plant start up losses at the
company's beef processing facility in Canada, pork operation in Logansport,
Indiana, and cooked meats plant in Columbia, South Carolina.
For the nine months ended September, 1997 gross profit measured 3.3%
versus 4.1% in the first three quarters of 1996. Year-to-date 1997 gross
profit was 2.6% without the contributions of new subsidiaries. The lower
comparable 1997 figure primarily reflected reduced beef and pork margins
caused by higher livestock prices and weaker domestic and export demand.
Acquisitions of Foodbrands America, Inc. and the Bruss Company were
completed in the second quarter 1997. The Foodbrands purchase, completed as
of May 7, 1997, has extended the company's product base into value-added,
branded food products. Foodbrands is a leading U.S. producer, marketer and
distributor of frozen and refrigerated products to the "away from home" food
preparation market, which is the fastest-growing segment of the food industry.
The industry leader in pizza toppings sales, Foodbrands is also a major
provider of value-added, pork-based products to the food service industry.
Foodbrands produces over 1,600 branded and custom products, including pizza
toppings and crusts, ethnic specialty foods, breaded appetizers, soups, sauces
and side dishes as well as deli meats and processed beef, pork and poultry
products. The Bruss purchase, effected as of May 30, 1997, has brought to IBP
a processor of individual cuts of premium quality beef and pork for sale to
restaurants both domestically and internationally.
The matters discussed herein contain forward-looking statements that
involve risks and uncertainties including risk of changing market conditions
with regard to livestock supplies and demand for the company's products,
domestic and international regulatory risks, competitive and other risks over
which IBP has little or no control. Consequently, future results may differ
from management's expectations. Moreover, past financial performance should
not be considered a reliable indicator of future performance.
SALES
Third quarter 1997 net sales rose 8% over the same 1996 period;
the increase was attributable to the newly-acquired Foodbrands and Bruss
operations. For previously existing IBP operations, net sales were slightly
lower in the third quarter 1997 compared with the third quarter 1996 as an
increase in amounts of beef and pork products sold was more than offset by a
decrease in the average selling price of those products.
-8-
For the nine months ended September, 1997 net sales rose 5% over the
first three quarters of 1996, with Foodbrands and Bruss accounting for 86% of
the total increase. In IBP's comparative core operations, slightly higher net
sales were caused by higher average selling prices for beef and pork products
offset by a reduction in pounds of beef and pork products sold.
Third quarter 1997 net export sales increased 24% over the third
quarter 1996. The favorable year-over-year comparison was due chiefly to a
third quarter 1996 food safety scare in Japan that significantly reduced
export sales to Japan in the second half of 1996 and into 1997. Third quarter
1997 exports to Japan improved 14% over the third quarter 1996 and 10% over
the second quarter 1997. Exports to North America, Korea and Europe
experienced excellent growth in the third quarter 1997 versus the year-earlier
period.
In the year-to-date period ended September, 1997 net export sales were
5% below 1996 levels. Except for Japan, the company achieved positive year-
over year comparisons in all significant export markets. Total net exports
accounted for 13.3% and 12.8% of consolidated net sales in the third quarter
and first nine months of 1997 versus 11.6% and 14.2% in the comparable 1996
periods.
COST OF PRODUCTS SOLD
Third quarter 1997 cost of products sold rose 7% over the third
quarter 1996, virtually all of which was attributable to Foodbrands and Bruss
operations. For the nine months ended September, Foodbrands and Bruss
activities accounted for 62% of the higher 1997 cost of products sold versus
1996.
In the year-to-date period ended September, IBP's core fresh meats
operations in 1997 compared to 1996 were impacted by higher live cattle and
hog prices offset somewhat by decreases in amounts of beef and pork products
sold. Year-to-date plant costs in 1997 increased over the same period in 1996
primarily as a result of new beef processing activities at the company's
Lakeside plant in Alberta, Canada, and a cooked meats facility in Columbia,
South Carolina, both of which initiated operations in 1997.
SELLING, GENERAL AND ADMINISTRATIVE EXPENSE
Third quarter 1997 expense was 126% higher than in the third quarter
1996 due largely to expenses incurred at Foodbrands and Bruss since
acquisition. Year-to-date 1997 expense through September was 61% higher than
in the comparable year-earlier period for much the same reason. New
subsidiaries' selling expense, especially for Foodbrands, is much higher as a
percentage of net sales compared to IBP's fresh meats operations due to the
value-added nature of their respective product lines which require higher
levels of customer contact, brand name development and promotional costs. The
company expects that selling expense will continue to be significantly higher
than in periods prior to the Foodbrands and Bruss acquisitions.
Excluding the impact of the Foodbrands and Bruss acquisitions, third
quarter and year-to-date 1997 expenses were slightly higher than in the prior
year comparison periods due primarily to higher personnel-related costs,
outside contract services and international selling expense. These higher
costs were partially offset by reduced incentive compensation based upon lower
operating earnings.
-9-
INTEREST EXPENSE
Net interest expense rose significantly in the third quarter and in
the year-to-date periods ended September 27, 1997 versus the comparable 1996
periods. These increases resulted primarily from additional borrowings
necessary to purchase Foodbrands and Bruss, as well as from existing
Foodbrands debt acquired as part of that stock purchase. Management expects
that net interest expense in the foreseeable future will continue to be
significantly higher than in 1996 and the first quarter of 1997.
LIQUIDITY AND CAPITAL RESOURCES
- -------------------------------
Total consolidated outstanding borrowings averaged $602 million in the
first nine months of 1997 compared to $267 million in the comparable 1996
period. The increase in average borrowings was primarily attributable to
payments for the Foodbrands and Bruss subsidiary purchases as well as the
addition of Foodbrands' existing debt of approximately $341 million.
Under IBP's committed revolving facilities, borrowings outstanding at
September 27, 1997 totaled $350 million, $113 million of which was classified
as long-term in the consolidated balance sheet (see Note E to the condensed
consolidated financial statements). An additional $50 million of short-term
debt was outstanding under available uncommitted facilities. At quarter-
end, the company had available unused credit capacity of $250 million under
its committed facilities.
Immediately after acquiring Foodbrands, IBP borrowed against its
available credit facilities to pay off Foodbrands' higher interest rate bank
debt totaling $211 million. As of September 27, 1997, Foodbrands had $115
million of 10-3/4% Subordinated Notes still outstanding, $3 million of which
was held by IBP.
In May 1997, the company entered into a one-year, $100 million credit
agreement with Bank of America. The addition of this credit agreement expands
the company's committed short-term borrowing capacity to $600 million.
In June 1997, the company completed its offering of $125 million
principal amount of 7.45% Senior Notes due 2007. Proceeds from the offering
were used to reduce borrowings under IBP's revolving credit facilities.
Year-to-date capital expenditures through September 27, 1997 totaled
$93 million compared to $134 million in the first nine months of 1996.
Current year spending was primarily for equipment replacements and
modifications to existing facilities as well as the addition of processing
facilities at the company's Brooks, Alberta, Canada, beef plant.
IBP's key working capital and asset-based liquidity ratios are as
follows:
September 27, December 28,
1997 1996
------------- ------------
Working capital (in millions) $190 $506
Current ratio 1.2:1 1.8:1
Quick ratio 0.7:1 1.3:1
Number of days' sales in
accounts receivable 15.0 14.0
Inventory turnover 36.7 40.3
-10-
The acquisitions of Foodbrands and Bruss caused an increase in short-
term borrowings ($287 million as of September 27, 1997 versus $0 as of
December 28, 1996), thus reducing the company's working capital and associated
ratios. Also, the company liquidated most of its short-term investments which
were classified as cash equivalents and marketable securities to help fund the
acquisitions and other cash requirements. Additionally, the nature of the new
subsidiaries' businesses, including product lines, distribution channels,
customers and credit terms is closer to the final consumer than is IBP's fresh
meats business. Correspondingly, receivables and inventory turnover rates are
typically slower for businesses with value-added products. However,
receivables and inventory turnover rates for the company's fresh meats
operations through the third quarter 1997 were comparable with 1996 rates.
-11-
PART II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits (the following exhibits are listed and numbered in accordance
with Item 601 of Regulation S-K as of the date of this filing and
consistent with the numbering used in the company's annual report on
Form 10-K filed March 28, 1997)
Exhibit Number Decription
4.1 Indenture dated June 1, 1997 among IBP Finance Company of
Canada, as Issuer, the Registrant,as guarantor, and First
Trust National Association, as Trustee, relating to the
Issuer's 7.45% Senior Notes due June 1, 2007
10.22 Promissory Note dated May 1, 1997, executed by IBP, inc.
in favor of Bank of America National Trust and Savings
Association.
11 Computation of earnings per share
(b) Reports on Form 8-K
A report of Form 8-K was filed by the company on July 16, 1997 in
connection with its acquisition of Foodbrands America, Inc.
-12-
IBP, inc. AND SUBSIDIARIES
COMPUTATION OF EARNINGS PER SHARE
(Amounts in thousands except per share data)
13 Weeks Ended 39 Weeks Ended
------------------- ------------------
Sept. 27, Sept. 28, Sept. 27, Sept.28,
1997 1996 1997 1996
-------- -------- -------- --------
Net earnings $ 29,121 $ 40,467 $ 95,295 $180,482
======= ======= ======= =======
PRIMARY EARNINGS PER SHARE
Shares used in this computation:
Weighted average shares
outstanding 92,105 94,666 92,686 94,704
Dilutive effect of shares
under employee stock plans 1,497 1,986 1,483 2,030
Common and common ------ ------ ------ ------
equivalent shares 93,602 96,652 94,169 96,734
====== ====== ====== ======
Earnings per share $ .31 $ .42 $1.01 $1.87
==== ==== ==== ====
FULLY-DILUTED EARNINGS PER SHARE
Shares used in this computation:
Weighted average shares
outstanding per above 92,105 94,666 92,686 94,704
Dilutive effect of shares
under employee stock plans 1,513 2,002 1,520 2,074
Common and common equivalent ------ ------ ------ ------
shares 93,618 96,668 94,206 96,778
====== ====== ====== ======
Fully-diluted earnings per share $ .31 $ .42 $1.01 $1.86
==== ==== ==== ====
-13-
SIGNATURES
Pursuant to the requirements of the Securities Act of 1934, the
registrant has caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
IBP, inc.
-------------------------
(Registrant)
Date November 25, 1997 /s/ Robert L. Peterson
--------------------- -------------------------
Robert L. Peterson
Chairman of the Board and
Chief Executive Officer
/s/ Larry Shipley
-------------------------
Larry Shipley
Chief Financial Officer
/s/ Craig J. Hart
--------------------------
Craig J. Hart
Vice President
and Controller
-14-
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<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-27-1997
<PERIOD-END> SEP-27-1997
<CASH> 32,561
<SECURITIES> 4,235
<RECEIVABLES> 623,108
<ALLOWANCES> 10,820
<INVENTORY> 392,021
<CURRENT-ASSETS> 1,114,594
<PP&E> 1,757,949
<DEPRECIATION> 754,656
<TOTAL-ASSETS> 2,847,441
<CURRENT-LIABILITIES> 924,896
<BONDS> 568,749
0
0
<COMMON> 4,750
<OTHER-SE> 1,219,181
<TOTAL-LIABILITY-AND-EQUITY> 2,847,441
<SALES> 9,999,634
<TOTAL-REVENUES> 9,999,634
<CGS> 9,671,378
<TOTAL-COSTS> 9,671,378
<OTHER-EXPENSES> 150,159
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 24,502
<INCOME-PRETAX> 153,595
<INCOME-TAX> 58,300
<INCOME-CONTINUING> 95,295
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 95,295
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