<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 APRIL 2, 1999
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
- --- EXCHANGE ACT OF 1934
Commission file number 1-5989
------
ANIXTER INTERNATIONAL INC.
(Exact name of registrant as specified in its charter)
Delaware 94-1658138
- -------- ----------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
4711 Golf Road
Skokie, Illinois 60076
--------------------------------------
(Address of principal executive offices and Zip Code)
Registrant's telephone number, including area code: (847) 677-2600
---------------
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 May 10, 1999 there were 35,725,925 shares of Common Stock, $1.00 par value,
of the registrant outstanding.
<PAGE> 2
PART I.
ITEM 1. FINANCIAL STATEMENTS
ANIXTER INTERNATIONAL INC.
CONDENSED CONSOLIDATED STATEMENT OF OPERATION
(UNAUDITED)
<TABLE>
<CAPTION>
(In millions, except per share amounts) 13 WEEKS ENDED
----------------------------
APRIL 2, APRIL 3,
1999 1998
--------- --------
<S> <C> <C>
Net sales $595.1 $562.1
Cost of goods sold 445.8 421.0
------ ------
Gross profit 149.3 141.1
Operating expenses 125.4 116.2
Amortization of goodwill 1.9 1.6
------ ------
Operating income 22.0 23.3
Interest expense (8.6) (7.3)
Gain on ANTEC investment - 8.4
Foreign exchange and other, net (.1) .3
------ ------
Income before income taxes 13.3 24.7
Income tax expense 5.6 10.3
------ ------
Income from continuing operations 7.7 14.4
Discontinued operations:
Income from discontinued operations, net of tax (1.5) 1.2
Gain on disposal of discontinued operations, net of tax 45.9 11.1
------ ------
Net income $ 52.1 $ 26.7
====== ======
Basic income per common share:
Continuing operations $ .19 $ .31
Discontinued operations 1.06 .26
------ ------
Net income $ 1.25 $ .57
====== ======
Diluted income per common share:
Continuing operations $ .19 $ .30
Discontinued operations 1.06 .26
------ ------
Net income $ 1.25 $ .56
====== ======
</TABLE>
See accompanying notes to the condensed consolidated financial statements.
2
<PAGE> 3
ANIXTER INTERNATIONAL INC.
CONDENSED CONSOLIDATED BALANCE SHEET
<TABLE>
<CAPTION>
(In millions) APRIL 2, JANUARY 1,
1999 1999
---------- ----------
(UNAUDITED)
<S> <C> <C>
Cash $ 46.6 $ 20.5
Accounts receivable (less allowances of $10.9 in 1999
and $11.0 in 1998) 464.0 455.9
Inventories 415.5 417.2
Income taxes receivable - 5.1
Other current assets 10.8 8.4
-------- --------
Total current assets 936.9 907.1
Property and equipment, at cost 146.2 144.1
Accumulated depreciation (88.5) (86.5)
-------- --------
Net property and equipment 57.7 57.6
Goodwill (less accumulated amortization
of $72.9 in 1999 and $71.0 in 1998) 231.9 233.8
Net assets of discontinued operations - 87.3
Other assets 40.8 36.0
-------- --------
$1,267.3 $1,321.8
======== ========
</TABLE>
See accompanying notes to the condensed consolidated financial statements.
3
<PAGE> 4
ANIXTER INTERNATIONAL INC.
CONDENSED CONSOLIDATED BALANCE SHEET
(In millions) APRIL 2, JANUARY 1,
1999 1999
----------- ----------
(UNAUDITED)
Current liabilities:
Accounts payable $ 232.8 $ 246.7
Accrued expenses 97.2 94.3
Income taxes payable 46.2 -
--------- ----------
Total current liabilities 376.2 341.0
Deferred taxes, net 14.1 15.0
Other liabilities 10.6 10.7
Long-term debt 422.6 543.6
--------- ----------
Total liabilities 823.5 910.3
Stockholders' equity:
Common stock 40.5 41.8
Accumulated other comprehensive income (42.2) (39.7)
Retained earnings 445.5 409.4
--------- ----------
Total stockholders' equity 443.8 411.5
--------- ----------
$ 1,267.3 $ 1,321.8
========= ==========
See accompanying notes to the condensed consolidated financial statements.
4
<PAGE> 5
ANIXTER INTERNATIONAL INC.
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
(UNAUDITED)
<TABLE>
<CAPTION>
(In millions)
13 WEEKS ENDED
------------------------
APRIL 2, APRIL 3,
1999 1998
-------- --------
<S> <C> <C>
Operating activities:
Net income $ 52.1 $ 26.7
Adjustments to reconcile net income
to net cash provided by operating
activities from continuing operations:
Income from discontinued operations (44.4) (12.3)
Depreciation and amortization 6.6 6.2
Gain on ANTEC investment - (8.4)
Deferred income taxes (.9) 1.8
Changes in current assets and liabilities, net 17.2 (11.9)
Other, net 1.2 (1.2)
-------- --------
Net cash provided by operating
activities from continuing operations 31.8 .9
Investing activities:
Capital expenditures (6.6) (8.8)
Proceeds from sale of ANTEC - 20.3
Other .3 -
-------- --------
Net cash (used) provided by investing activities (6.3) 11.5
-------- --------
Net cash provided before financing activities 25.5 12.4
Financing activities:
Borrowings 98.4 490.8
Reduction in borrowings (217.0) (512.4)
Proceeds from issuance of common stock .7 .2
Purchases of treasury stock (18.1) -
Other, net (.9) (2.7)
-------- --------
Net cash used by financing activities (136.9) (24.1)
Cash provided by discontinued operations 137.5 13.6
-------- --------
Cash provided 26.1 1.9
Cash at beginning of period 20.5 10.6
-------- --------
Cash at end of period $ 46.6 $ 12.5
======== ========
</TABLE>
See accompanying notes to the condensed consolidated financial statements.
5
<PAGE> 6
ANIXTER INTERNATIONAL INC.
NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
NOTE 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
------------------------------------------
BASIS OF PRESENTATION: The accompanying condensed consolidated financial
statements should be read in conjunction with the consolidated financial
statements included in Anixter International Inc.'s (Company) Annual Report on
Form 10-K for the year ended January 1, 1999. The condensed consolidated
financial information furnished herein reflects all adjustments (consisting of
normal recurring accruals) which are, in the opinion of management, necessary
for a fair presentation of the condensed consolidated financial statements for
the periods shown. The results of operations of any interim period are not
necessarily indicative of the results that may be expected for a full fiscal
year. Certain amounts for the prior year have been reclassified and restated to
conform to the 1999 presentation and to reflect the discontinuance of the
Integration business. The impact on net income is not significant.
NOTE 2. INCOME PER SHARE
----------------
The following table sets forth the computation of basic and diluted income per
common share from continuing operations:
13 WEEKS ENDED
------------------------
(In millions, except per share amounts) APRIL 2, APRIL 3,
1999 1998
-------- --------
Numerator:
Income from continuing operations $ 7.7 $ 14.4
Denominator:
Basic common shares outstanding 41.5 47.3
Effect of dilutive securities:
Stock options and warrants .3 .3
-------- --------
Diluted common shares outstanding 41.8 47.6
======== ========
Income per share from continuing operations:
Basic $ .19 $ .31
Diluted $ .19 $ .30
6
<PAGE> 7
ANIXTER INTERNATIONAL INC.
NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
NOTE 3. COMPREHENSIVE INCOME
--------------------
During the first quarter of 1999 and 1998, total comprehensive income amounted
to $49.6 million and $23.6 million, respectively. The difference between net
income and comprehensive income is the change in cumulative translation
adjustments and for 1998, unrealized gains on marketable equity securities.
NOTE 4. DISCONTINUED OPERATIONS
-----------------------
In the fourth quarter of 1998, the Company decided to exit its Integration
segment and accordingly, the Integration segment is reflected as a discontinued
operation in these financial statements. The sale of the North American
Integration business was completed on April 2, 1999, following the sale of the
European Integration business in the fourth quarter of 1998. Total proceeds
received were $215.8 million. This resulted in a one-time after-tax gain of
$45.9 million, which is net of $11.0 million of costs associated primarily with
the closing of selected Latin American and Asian Integration locations and
severance costs associated with staff reductions necessitated by discontinuing
the Integration segment.
Integration net sales were $160.0 million and $186.4 million for the 13 week
periods ended April 2, 1999 and April 3, 1998, respectively. Interest expense
has been allocated to discontinued operations based on the percentage of total
identifiable assets.
In the 13 weeks ended April 3, 1998, the Company disposed of certain
discontinued railcar assets which had been classified as assets held for sale.
The disposition of these assets resulted in net proceeds of $29 million and an
after-tax gain of $11.1 million.
7
<PAGE> 8
ANIXTER INTERNATIONAL INC.
NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
NOTE 5. INVESTMENT IN ANTEC
-------------------
During the first quarter 1998, the Company sold 2.2 million shares of ANTEC
Corporation stock which resulted in net after tax proceeds of approximately $32
million and an after tax gain of $5.1 million. The sale reduced the Company's
ownership interest to 12.4% at April 3, 1998.
NOTE 6. SUMMARIZED FINANCIAL INFORMATION OF ANIXTER INC.
-----------------------------------------------
The Company has an approximate 99% ownership interest in Anixter Inc. at
April 2, 1999 and January 1, 1999 which is included in the consolidated
financial statements of the Company. The following summarizes the financial
information for Anixter Inc:
ANIXTER INC.
CONDENSED CONSOLIDATED BALANCE SHEET
<TABLE>
<CAPTION>
APRIL 2, JANUARY 1,
(In millions) 1999 1999
----------- ----------
(UNAUDITED)
<S> <C> <C>
Assets:
Current assets $ 933.6 $ 863.0
Property, net 57.7 54.6
Goodwill 231.9 212.1
Net assets of discontinued operations - 98.3
Other assets 39.0 38.2
----------- ----------
$ 1,262.2 $ 1,266.2
=========== ==========
Liabilities and Stockholders' Equity:
Current liabilities $ 322.5 $ 328.4
Other liabilities 45.8 14.1
Long-term debt 422.6 524.1
Subordinated notes payable to parent 31.0 7.0
Stockholders' equity 440.3 392.6
----------- ----------
$ 1,262.2 $ 1,266.2
=========== ==========
</TABLE>
ANIXTER INC.
CONDENSED CONSOLIDATED STATEMENT OF OPERATION
(UNAUDITED)
<TABLE>
<CAPTION>
13 WEEKS ENDED
-------------------------
APRIL 2, APRIL 3,
1999 1998
-------- --------
(In millions)
<S> <C> <C>
Net sales $ 569.9 $ 542.2
Operating income $ 22.7 $ 23.1
Income before income tax expense $ 14.3 $ 14.3
Income from continuing operations $ 8.3 $ 4.8
Income (loss) from discontinued operations, net of tax $ (1.5) $ 3.2
Gain on disposal of discontinued operations, net of tax $ 45.9 $ -
Net income (loss) $ 52.7 $ 8.0
</TABLE>
8
<PAGE> 9
ITEM 2.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
---------------------------------------------
FINANCIAL LIQUIDITY AND CAPITAL RESOURCES
- -----------------------------------------
CASH FLOW: Consolidated net cash provided by operating activities from
continuing operations was $31.8 million for the first quarter of 1999 compared
to $.9 million provided for the same period in 1998. Cash provided by operating
activities increased primarily due to the timing of inventory payments.
Consolidated cash used by investing activities was $6.3 million for the first
quarter of 1999 versus $11.5 million provided for the same period in 1998 as a
result of proceeds received from the sale of ANTEC shares in 1998. Consolidated
cash used by net financing activities was $136.9 million for the first quarter
of 1999 in comparison to $24.1 million in 1998. The increase is primarily the
result of the net paydown of the revolving line of credit of $118.6 million in
1999 versus $21.6 million in 1998. Treasury stock purchases in the first
quarter of 1999 were $18.1 million. There were no shares purchased in the first
quarter of 1998. Cash provided by discontinued operations was $137.5 million in
the first quarter of 1999 compared to $13.6 million in 1998. The increase
primarily relates to cash received from the sale of the North American
Integration business.
FINANCINGS:
At April 2, 1999, $268.6 million was available under the bank revolving lines of
credit at Anixter Inc., of which $35.6 million was available to pay the Company
for intercompany liabilities.
Consolidated interest expense was $8.6 million and $7.3 million for the first
quarter 1999 and 1998, respectively. The increase is due to higher debt levels
resulting from funding higher inventory levels during the current quarter.
As of May 6, 1999, the Company has authorized the repurchase of up to 7 million
shares in 1999, with the volume and timing to depend on market conditions.
Purchases were made in the open market or through other transactions and were
financed through available cash from the sale of the North American and European
Integration businesses. The Company has repurchased 1,461,900 shares and
6,225,234 shares, as of April 2, 1999 and May 6, 1999, respectively, at an
average cost of $12.36 and $13.75.
OTHER LIQUIDITY CONSIDERATIONS: Certain debt agreements entered into by the
Company's subsidiaries contain various restrictions including restrictions on
payments to the Company. Such restrictions have not had nor are expected to
have an adverse impact on the Company's ability to meet its cash obligations.
9
<PAGE> 10
CAPITAL EXPENDITURES AND ACQUISITIONS
Consolidated capital expenditures were $6.6 million and $8.8 million for the
first quarter of 1999 and 1998, respectively.
RESULTS OF OPERATIONS
The Company competes with distributors and manufacturers who sell products
directly or through existing distribution channels to end users or other
resellers. The Company's relationship with the manufacturers for which it
distributes products could be affected by decisions made by these manufacturers
as the result of changes in management or ownerships as well as other factors.
In addition, the Company's future performance could be affected by economic
downturns and possible rapid changes in applicable technologies.
QUARTER ENDED APRIL 2, 1999: Income from continuing operations for the first
quarter of 1999 was $7.7 million compared with $14.4 million for the first
quarter of 1998.
The Company's sales during the first quarter of 1999 increased 5.9% to $595.1
million from $562.1 million in 1998. Net sales by major geographic market are
presented in the following table:
(In millions) 13 WEEKS ENDED
------------------------
APRIL 2, APRIL 3,
1999 1998
-------- --------
North America $ 422.9 $ 393.1
Europe 139.5 133.3
Asia Pacific and Latin America 32.7 35.7
-------- --------
$ 595.1 $ 562.1
======== ========
North America sales grew 7.6%, resulting from a modest growth in the core
Structured Wiring and Electrical Wire and Cable product sets, good growth in the
Integrated Supply business and the inclusion of Pacer Electronics, which was
acquired in June 1998. Europe sales grew 4.6% on the strength of sales in the
U.K., Spain, Belgium, Germany and Switzerland. Asia Pacific and Latin America
declined 8.3%, a result of soft local economic conditions combined with an
unfavorable 3.4 percentage point effect from changes in exchange rates.
10
<PAGE> 11
Operating income decreased to $22.0 million in 1999 from $23.3 million in the
first quarter of 1998. Operating income by major geographic market is presented
in the following table:
(In millions) 13 WEEKS ENDED
------------------------
APRIL 2, APRIL 3,
1999 1998
-------- ---------
North America $ 19.9 $ 24.0
Europe 5.5 5.0
Asia Pacific and Latin America (3.4) (5.7)
-------- --------
$ 22.0 $ 23.3
======== ========
North America operating income declined 16.8% in the quarter. The decrease
primarily relates to higher spending on Year 2000 compliance efforts and the
level of retained costs associated with the sale of the North American
Integration business. In addition, higher gross profits from higher sales
volume was partially offset by higher operating expenses. Europe operating
income increased 9.3% for the first quarter of 1999, due to higher sales volume
and a reduction in operating expenses associated with a 7% reduction in
headcount. Asia Pacific and Latin America operating loss was reduced by 38%,
reflecting the restructuring and expense reduction efforts of 1998.
In the first quarter of 1998, the Company sold 2.2 million shares of Antec stock
which resulted in a pretax gain of $8.4 million.
The consolidated tax provision on continuing operations decreased to $5.6
million in 1999 from $10.3 million in 1998 due to lower pre-tax earnings. The
1999 effective tax rate of 42% is based on pre-tax book income adjusted
primarily for amortization of nondeductible goodwill and losses of foreign
operations which are not currently deductible.
IMPACT OF YEAR 2000
Some of the Company's older computer programs were written using two digits
rather than four to define the applicable year. As a result, those computer
programs have time-sensitive software that recognizes a date using "00" as the
year 1900 rather than the year 2000. This could cause a system failure or
miscalculations causing disruptions of operations, including, among other
things, a temporary inability to process transactions, send invoices, or engage
in similar normal business activities.
11
<PAGE> 12
The Company has completed an assessment, made upgrades to the mainframe
operating system and modified its software so that its computer systems will
function properly with respect to dates in the year 2000 and thereafter.
Renovation of all critical business systems is now complete. The Company is
also assessing PC hardware and software systems and non-information technology
systems for Year 2000 compliance. The total Year 2000 project cost is estimated
at approximately $5.0 million. To date, the Company has incurred and expensed
approximately $3.1 million, primarily for assessment of the Year 2000 issue,
mainframe operating system upgrades and code modifications. The project is
funded through the Company's information technology budget, and represents less
than six percent of that budget. The time and expense of the project has not
had, and is not expected to have, a material impact on the Company's financial
condition.
The Company has initiated formal communications with all of its significant
suppliers to confirm their Year 2000 compliance actions will be sufficient to
avoid any substantial disruptions in the Company's operations. The Company has
put a team together to continue to monitor this situation as the information
evolves. The Company believes most of the responses have been designed to
provide legal protection to the respondent as opposed to supplying direct and
reliable information; as such the Company makes no claim as to the reliability
of these responses. The Company is developing contingency plans to the extent
believed to be appropriate. The Company's total Year 2000 project cost and
estimates to complete that project assume no significant costs from the impact
of third party Year 2000 issues based on presently available information.
However, there can be no guarantee the other companies on which the Company
relies will be Year 2000 compliant, and their failure to do so could adversely
impact the Company as described below.
The planning, assessment, and execution of substantially all of the
mainframe operating system upgrades and code modifications have been completed.
A new general ledger system was implemented in April. The remainder of the
project, including verification of its effectiveness, PC hardware and software
upgrades, and the development of contingency plans, is estimated to be completed
by September 1999, which is prior to any anticipated impact on the Company's
operating systems. The Company believes that with modifications to existing
software and upgrades to certain hardware the Year 2000 issue will not pose
significant operational problems for its computer systems. However, if such
modifications and upgrades are not made, or are not completed timely, the Year
2000 issue could have a material impact on the operations of the Company.
The severity of a failure of the Company or key suppliers to be Year 2000
compliant would depend on the nature of the problem and how quickly it could be
corrected or an alternative implemented, which is unknown at this time. In the
extreme, such failures could bring the Company to a standstill. Some risks
related to Year 2000 issues are beyond the control of the Company and its
suppliers. For example, no preparations or contingency plan will protect the
Company from a downturn in economic activity caused by the possible ripple
effect throughout the entire economy that could be caused by problems with Year
2000 issues.
The costs of the project and the date on which the Company believes it will
complete the Year 2000 modifications are based on management's best estimates,
which were derived utilizing numerous assumptions of future events, including
the continued availability of certain resources and other factors. However,
there can be no guarantee that these estimates will be achieved and actual
results could differ materially from those anticipated. Specific factors that
might cause such material differences include, but are not limited to, the
availability and cost of personnel trained in this area, the ability to locate
and correct all relevant computer codes, the success of third parties in
modifying their own systems and similar uncertainties.
The Company believes it should have no material exposure to contingencies
related to the Year 2000 issue for the products it has sold. The Company's
belief is based on the Company's practice of giving to its customers only those
warranties that the Company receives from its suppliers. To the extent such
warranties are breached, liability resulting therefrom will be the ultimate
responsibility of the Company's suppliers. However, there can be no guarantee
that such suppliers will be able to defend and indemnify the Company. Specific
factors that might cause the Company to incur liability include, but are not
limited to, insolvency of its suppliers, the existence of contractual
limitations on the suppliers' liability, and uncertainties regarding judicial
interpretation of the law regarding implied warranties.
12
<PAGE> 13
PART II. OTHER INFORMATION
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
--------------------------------
(a) Exhibits
(10) Material contracts
10.1 (A) Asset Purchase Agreement, dated February 22, 1999
(Incorporated by reference from Anixter
International Inc. Current Report on Form 8-K dated
April 2, 1999).
(B) First Amendment to Asset Purchase Agreement, dated
March 29, 1999 (Incorporated by reference from
Anixter International Inc. Current Report on Form
8-K dated April 2, 1999).
(27) Financial data schedule
27.1 Financial data schedule
(b) Reports on Form 8-K
On April 13, 1999, the Company filed a Current Report on Form 8-K
dated April 2, 1999, relating to the sale of the North American
Integration business to Ameritech Corporation.
13
<PAGE> 14
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.
ANIXTER INTERNATIONAL INC.
Date: May 13, 1999 By: /s/ Robert W. Grubbs
------------ -----------------------------
Robert W. Grubbs
President and Chief Executive Officer
Date: May 13, 1999 By: /s/ Dennis J. Letham
------------ ------------------------------
Dennis J. Letham
Senior Vice President - Finance
and Chief Financial Officer
14
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANICAL INFORMATION EXTRACTED FROM THE
REGISTRANT'S FORM 10-Q FOR THE 13 WEEKS ENDED APRIL 2, 1999 AND APRIL 3, 1998
AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS
INCLUDING IN SUCH REPORTS. THE 13 WEEKS ENDED APRIL 3, 1998 HAS BEEN RESTATED TO
REFLECT THE DISCONTINUANCE OF THE INTEGRATION SEGMENT.
</LEGEND>
<CIK> 0000052795
<NAME> ANIXTER INTERNATIONAL INC.
<MULTIPLIER> 1,000
<S> <C> <C>
<PERIOD-TYPE> 3-MOS 3-MOS
<FISCAL-YEAR-END> DEC-31-1999 JAN-01-1999
<PERIOD-START> JAN-02-1999 JAN-03-1998
<PERIOD-END> APR-02-1999 APR-03-1998
<CASH> 46,600 12,500
<SECURITIES> 0 0
<RECEIVABLES> 474,900 414,500
<ALLOWANCES> 10,900 10,300
<INVENTORY> 415,500 387,300
<CURRENT-ASSETS> 936,900 823,800
<PP&E> 146,200 139,800
<DEPRECIATION> 88,500 81,900
<TOTAL-ASSETS> 1,267,300 1,312,700
<CURRENT-LIABILITIES> 376,200 319,700
<BONDS> 0 0
0 0
0 0
<COMMON> 40,500 47,300
<OTHER-SE> 403,300 453,400
<TOTAL-LIABILITY-AND-EQUITY> 1,267,300 1,312,700
<SALES> 595,100 562,100
<TOTAL-REVENUES> 595,100 562,100
<CGS> 445,800 421,000
<TOTAL-COSTS> 573,100 538,800
<OTHER-EXPENSES> 0 0
<LOSS-PROVISION> 0 0
<INTEREST-EXPENSE> 8,600 7,300
<INCOME-PRETAX> 13,300 24,700
<INCOME-TAX> 5,600 10,300
<INCOME-CONTINUING> 7,700 14,400
<DISCONTINUED> 44,400 12,300
<EXTRAORDINARY> 0 0
<CHANGES> 0 0
<NET-INCOME> 52,100 26,700
<EPS-PRIMARY> 1.25 .57
<EPS-DILUTED> 1.25 .56
</TABLE>
