<PAGE>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
Quarterly Report on
FORM 10-Q
(Mark one)
(X) Quarterly Report Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
For the quarterly period ended March 31, 1998
--------------
(_) 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 1-7463
JACOBS ENGINEERING GROUP INC.
- --------------------------------------------------------------------------------
(Exact name of Registrant as specified in its charter)
Delaware 95-4081636
- --------------------------------------------------------------------------------
(State of incorporation) (I.R.S. employer identification number)
1111 South Arroyo Parkway, Pasadena, California 91105
- --------------------------------------------------------------------------------
(Address of principal executive offices) (Zip code)
(626) 578 - 3500
- --------------------------------------------------------------------------------
(Registrant's telephone number, including area code)
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:
(X) YES - (_) NO
Number of shares of common stock outstanding at May 11, 1998: 25,838,429
Page 1
<PAGE>
JACOBS ENGINEERING GROUP INC.
INDEX TO FORM 10-Q
<TABLE>
<CAPTION>
Page No.
- -------------------------------------------------------------------------------------------------
<S> <C>
Part I - Financial Information
Item 1. Financial Statements:
Consolidated Condensed Balance
Sheets as of March 31, 1998
and September 30, 1997 3
Consolidated Condensed Statements
of Income for the Three Months
and Six Months Ended
March 31, 1998 and 1997 4
Consolidated Condensed Statements of
Cash Flows for the Six Months
Ended March 31, 1998 and 1997 5
Notes to Consolidated Condensed
Financial Statements 6 - 7
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of
Operations 8 - 11
Part II - Other Information
Item 4. Submission of Matters to a Vote of
Security Holders 11
Item 5. Other Information 11
Item 6. Exhibits and Reports on Form 8-K 12
Signatures 12
</TABLE>
Page 2
<PAGE>
PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
JACOBS ENGINEERING GROUP INC. AND SUBSIDIARIES
CONSOLIDATED CONDENSED BALANCE SHEETS
AT MARCH 31, 1998 AND SEPTEMBER 30, 1997
(In thousands, except share information)
(Unaudited)
<TABLE>
<CAPTION>
March 31, September 30,
1998 1997
-------- --------
<S> <C> <C>
ASSETS
Current Assets:
Cash and cash equivalents $ 67,907 $ 55,992
Marketable securities 20,788 21,130
Receivables 383,425 382,051
Deferred income taxes 41,334 40,352
Prepaid expenses and other 12,775 4,396
-------- --------
Total current assets 526,229 503,921
-------- --------
Property, Equipment and Improvements, Net 97,284 93,401
-------- --------
Other Noncurrent Assets:
Goodwill, net 73,796 75,445
Other 76,916 71,436
-------- --------
Total other noncurrent assets 150,712 146,881
-------- --------
$774,225 $744,203
======== ========
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities:
Notes payable $ - $ 1,443
Accounts payable 93,392 109,098
Accrued liabilities 147,416 129,767
Customers' advances in excess of
related revenues 74,618 77,149
Income taxes payable 20,124 8,261
-------- --------
Total current liabilities 335,550 325,718
-------- --------
Long-term Debt 51,773 54,095
-------- --------
Other Deferred Liabilities 32,681 34,620
-------- --------
Minority Interests 5,472 5,462
-------- --------
Commitments and Contingencies
-------- --------
Stockholders' Equity:
Capital stock:
Preferred stock, $1 par value,
authorized - 1,000,000 shares,
issued and outstanding - none - -
Common stock, $1 par value,
authorized - 60,000,000 shares,
issued - 25,807,668 and
25,810,860 shares, respectively 25,808 25,811
Additional paid-in capital 53,680 52,186
Retained earnings 273,585 249,791
Other (4,324) (2,744)
-------- --------
348,749 325,044
Less, cost of common stock held
in treasury (25,000 shares at
September 30, 1997) - 736
-------- --------
Total stockholders' equity 348,749 324,308
-------- --------
$774,225 $744,203
======== ========
</TABLE>
See the accompanying notes.
Page 3
<PAGE>
JACOBS ENGINEERING GROUP INC. AND SUBSIDIARIES
CONSOLIDATED CONDENSED STATEMENTS OF INCOME
FOR THE THREE MONTHS AND SIX MONTHS ENDED MARCH 31, 1998 AND 1997
(In thousands, except per-share information)
(Unaudited)
<TABLE>
<CAPTION>
For the Three Months For the Six Months
Ended March 31, Ended March 31,
------------------------ -------------------------
1998 1997 1998 1997
-------- -------- ---------- --------
<S> <C> <C> <C> <C>
Revenues $524,776 $437,735 $1,031,135 $871,384
-------- -------- ---------- --------
Costs and Expenses:
Direct costs of contracts 455,774 382,705 896,561 762,913
Selling, general and
administrative expenses 47,285 37,269 92,607 73,721
Interest income, net (489) (709) (1,175) (1,374)
Other (income) expense, net 368 (437) 303 (780)
-------- -------- ---------- --------
502,938 418,828 988,296 834,480
-------- -------- ---------- --------
Income before taxes 21,838 18,907 42,839 36,904
-------- -------- ---------- --------
Income Tax Expense 8,518 7,487 16,709 14,614
-------- -------- ---------- --------
Net Income $ 13,320 $ 11,420 $ 26,130 $ 22,290
======== ======== ========== ========
Net Income Per Share:
Basic $ .52 $ .44 $ 1.02 $ .87
Diluted $ .51 $ .44 $ 1.00 $ .86
======== ======== ========== ========
</TABLE>
See the accompanying notes.
Page 4
<PAGE>
JACOBS ENGINEERING GROUP INC. AND SUBSIDIARIES
CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS
FOR THE SIX MONTHS ENDED MARCH 31, 1998 AND 1997
(In thousands)
(Unaudited)
<TABLE>
<CAPTION>
March 31, March 31,
1998 1997
---------- ----------
<S> <C> <C>
Cash Flows from Operating Activities:
Net income $ 26,130 $ 22,290
Adjustments to reconcile net income
to net cash flows from operations:
Depreciation and amortization 11,396 9,375
Amortization of deferred gains (205) (410)
Gains on disposals of assets - (697)
Changes in assets and liabilities, net:
Receivables (12,227) 18,940
Prepaid expenses and other
current assets (1,360) (399)
Accounts payable 5,049 (12,176)
Accrued liabilities (391) 12,819
Customers' advances (1,726) 599
Income taxes payable 12,079 1,126
Deferred income taxes (982) (1,640)
Other, net 175 161
-------- --------
Net cash provided 37,938 49,988
-------- --------
Cash Flows from Investing Activities:
Additions to property and equipment, net
of disposals (15,605) (9,697)
Purchases of investments and marketable
securities (4,374) (507)
Proceeds from sales of marketable securities 343 3,551
Net increase in other noncurrent assets (2,493) (1,441)
Acquisitions of businesses - (2,673)
Other, net 10 -
-------- --------
Net cash used (22,119) (10,767)
-------- --------
Cash Flows from Financing Activities:
Exercises of stock options, including the
related income tax benefits 5,581 4,955
Purchases of treasury stock (5,127) (5,961)
Net increase (decrease) in short-term
borrowings (1,443) 198
Net reduction in other deferred liabilities (1,733) -
Other, net - (323)
-------- --------
Net cash used (2,722) (1,131)
-------- --------
Effect of Exchange Rate Changes (1,182) (631)
-------- --------
Increase in Cash and Cash Equivalents 11,915 37,459
Cash and Cash Equivalents at the Beginning
of the Period 55,992 62,865
-------- --------
Cash and Cash Equivalents at the End
of the Period $ 67,907 $100,324
======== ========
</TABLE>
See the accompanying notes.
Page 5
<PAGE>
JACOBS ENGINEERING GROUP INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
MARCH 31, 1998
1. The accompanying consolidated condensed financial statements and financial
information included herein have been prepared by the Company, without
audit, pursuant to the interim period reporting requirements of Form 10-Q.
Consequently, certain information and note disclosures normally included in
financial statements prepared in accordance with generally accepted
accounting principles have been condensed or omitted. Readers of this
report should refer to the consolidated financial statements and the notes
thereto incorporated into the Company's latest Annual Report on Form 10-K.
In the opinion of the Company, the accompanying unaudited consolidated
condensed financial statements contain all adjustments (consisting of only
normal recurring adjustments) necessary for the fair presentation of its
consolidated financial position at March 31, 1998 and September 30, 1997,
and its consolidated results of operations for the three months and six
months ended March 31, 1998 and March 31, 1997, and its consolidated cash
flows for the six months ended March 31, 1998 and March 31, 1997.
The Company's interim results of operations are not necessarily indicative
of the results to be expected for the full year.
2. Included in receivables at March 31, 1998 and September 30, 1997 were
unbilled amounts totaling $82,085,300 and $82,972,400, respectively.
3. Property, equipment and improvements are stated at cost and consisted of
the following at March 31, 1998 and September 30, 1997 (in thousands):
<TABLE>
<CAPTION>
March 31, September 30,
1998 1997
--------- -------------
<S> <C> <C>
Land $ 12,608 $ 12,983
Buildings 37,816 38,876
Equipment 123,002 114,127
Leasehold improvements 17,810 18,411
-------- --------
191,236 184,397
Less - accumulated depreciation
and amortization 93,952 90,996
-------- --------
$ 97,284 $ 93,401
======== ========
</TABLE>
Page 6
<PAGE>
JACOBS ENGINEERING GROUP INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
MARCH 31, 1998
4. Other assets consisted of the following at March 31, 1998 and September 30,
1997 (in thousands):
<TABLE>
<CAPTION>
March 31, September 30,
1998 1997
--------- -------------
<S> <C> <C>
Prepaid pension costs $11,891 $11,509
Cash surrender value of life
insurance policies 26,761 23,775
Investments 17,297 17,014
Notes receivable 14,397 14,602
Miscellaneous 6,570 4,536
------- -------
$76,916 $71,436
======= =======
</TABLE>
5. During the six month periods ended March 31, 1998 and 1997, the Company
made cash payments of $957,900 and $1,053,700, respectively, for interest
and $15,530,500 and $14,278,100, respectively, for income taxes.
6. Effective with the first quarter of fiscal 1998, the Company adopted, and
retroactively applied, Statement of Financial Accounting Standards No. 128
- Earnings per Share ("SFAS No. 128"). Accordingly, basic earnings per
share ("EPS") was computed by dividing net income for each of the periods
shown by the weighted average number of shares of common stock outstanding
during each such period. Diluted EPS was computed by dividing net income
by the weighted average number of shares of common stock and dilutive
securities outstanding (consisting solely of nonqualified stock options).
The following table reconciles the denominator used to compute basic EPS to
the denominator used to compute diluted EPS (in thousands):
<TABLE>
<CAPTION>
Three Months Ended Six Months Ended
March 31, March 31,
------------------ ----------------
1998 1997 1998 1997
------ ------ ------ ------
<S> <C> <C> <C> <C>
Weighted average shares
outstanding (denominator
used to compute Basic EPS) 25,678 25,684 25,718 25,703
Effect of employee and outside
director stock options 369 251 332 215
------ ------ ------ ------
Denominator used to compute
Diluted EPS 26,047 25,935 26,050 25,918
====== ====== ====== ======
</TABLE>
Page 7
<PAGE>
JACOBS ENGINEERING GROUP INC. AND SUBSIDIARIES
MARCH 31, 1998
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS.
General
- -------
The following discussion should be read in conjunction with Management's
Discussion and Analysis of financial condition and results of operations
incorporated by reference into the Company's latest Annual Report on Form 10-K.
Results of Operations
- ---------------------
Revenues for the three months ended March 31, 1998 (the "second quarter of
1998") were $524.8 million; this was $87.0 million more than the amount for the
three months ended March 31, 1997 (the "second quarter of 1997"). This increase
in revenues was attributable to an increase in the overall business volume
relating to the Company's continuing U.S. and European operations (that is,
those offices operating during both the first half of fiscal 1998 and the first
half of fiscal 1997), combined with the additive effect of companies acquired in
fiscal 1997, and in particular to the Serete Group (because the Serete Group was
acquired in the fourth quarter of 1997, there were no revenues included for it
in the consolidated condensed statements of income for the second quarter of
1997).
For the six months ended March 31, 1998, revenues totaled $1,031.1 million; this
was $159.8 million more than the amount for the corresponding period last year.
Approximately one-half of this increase was attributable to the Company's
continuing U.S. and European operations with the balance attributed to companies
acquired last year.
Including acquisitions, revenues from engineering services for the second
quarter of 1998 were approximately 42.2% higher than the amount for the second
quarter of 1997. For the six months ended March 31, 1998, revenues from
engineering services were approximately 35.4% higher than the comparable 1997
amount. Although revenues from field services activities for both the current
quarter and current year-to-date periods were also higher as compared to their
corresponding periods last year, the percentage increase was not as high as that
of engineering services.
As a percent of revenues, direct costs of contracts were 86.8% for the second
quarter of 1998, as compared to 87.4% for the second quarter of 1997. For the
six months ended March 31, 1998, direct costs of contracts comprised 86.9% of
revenues, as compared to 87.6% for the six months ended March 31, 1997. The
percentage relationship between direct costs of contracts and revenues will
fluctuate between reporting periods depending on a variety of factors including
the mix of business during the reporting periods being compared, as well as the
level of margins earned from the various services provided by the Company. The
improvements in this percentage relationship during both the current quarter and
the current year-to-date period as compared to the corresponding periods last
year were due to a proportionately higher level of the Company's overall
business volume coming from engineering services relative to construction and
maintenance services.
Page 8
<PAGE>
Selling, general and administrative ("SG & A") expenses for the second quarter
of 1998 totaled $47.3 million; this was $10.0 million more than the amount for
the second quarter of 1997. For the six months ended March 31, 1998, SG & A
expenses totaled $92.6 million; this was $18.9 million more than the amount for
the six months ended March 31, 1997. These increases were due entirely to the
results of operations of the Serete Group and HGC-India (majority ownership in
HGC-India was also acquired in 1997). With respect to the Company's continuing
U.S. and European operations, SG & A expenses for both the second quarter of
1998 and the six months ended March 31, 1998 were lower as compared to the
corresponding periods last year.
The Company's operating profit (defined as revenues, less direct costs of
contracts and SG & A expenses) was $21.7 million for the second quarter of 1998;
this was $4.0 million more than the amount for the second quarter of 1997. For
the six months ended March 31, 1998, the Company's operating profit was $42.0
million; this was $7.2 million more than the amount for the six months ended
March 31, 1997. These increases in operating profit were due to the business
growth of the Company's continuing U.S. and European operations discussed above,
the improvement in SG & A expense control among those continuing operations and
the operating profit contributed by the businesses acquired in 1997.
The Company's overall effective tax rate was 39.0% for both the second quarter
of 1998 and the six months ended March 31, 1998. This compares to an effective
tax rate of 39.6% for both the second quarter of 1997 and the six months ended
March 31, 1997. The reduction in the Company's effective tax rate is
attributable primarily to a lower tax rate on the Company's non-U.S. operations.
Backlog Information
- -------------------
The following table summarizes the Company's backlog at March 31, 1998 and 1997
(in millions):
<TABLE>
<CAPTION>
1998 1997
-------- --------
<S> <C> <C>
Engineering services backlog $ 985.3 $ 878.0
Total backlog 3,006.6 2,910.9
</TABLE>
Liquidity and Capital Resources
- -------------------------------
The Company's cash and cash equivalents increased $11.9 million during the six
months ended March 31, 1998. This compares to a net increase of $37.5 million
of cash and cash equivalents during the corresponding period last year. The
current year increase in cash and cash equivalents was due to cash provided by
operations ($37.9 million), offset in part by cash used in investing activities
($22.1 million), financing activities ($2.7 million), and the effect of exchange
rate changes ($1.2 million).
Page 9
<PAGE>
Operations contributed $37.9 million of cash and cash equivalents during the six
months ended March 31, 1998. This compares to net contributions of cash of
$50.0 million during the six months ended March 31, 1997. The $12.1 million
decrease in cash provided by operations in 1998 as compared to 1997 occurred in
spite of a $3.8 million increase in net income, and was due primarily to the
timing of cash receipts and payments relating primarily to receivables, and
trade payables, accrued liabilities, customer advances and income taxes payable,
respectively.
The Company's investing activities used $22.1 million of cash and cash
equivalents during the six months ended March 31, 1998. This compares to a net
use of cash of $10.8 million during the six months ended March 31, 1997. The
increase in the amount of cash used in investing activities in the six months
ended March 31, 1998 as compared to last year was due primarily to a $5.9
million increase in purchases of property and equipment (net of disposals), and
a $3.9 million increase in purchases of investments and marketable securities.
Also contributing to the increase in cash used for investing activities in 1998
as compared to 1997 was a reduction in cash generated from the sales of
marketable securities, combined with a slight increase in 1998 in other
noncurrent assets.
Included in the Company's 1997 investing activities was $2.7 million, net,
towards the acquisition of two engineering and construction companies. No
similar transaction occurred during the first six months of 1998.
Included in the 1998 figure for additions to property and equipment were costs
incurred and capitalized relating to the Company's new, leased headquarters
facility in Pasadena, California.
Subsequent to March 31, 1998, the Company completed the purchase of certain real
property located in Charleston, South Carolina. The property will be developed
into a new, modular design and manufacturing facility, which will enhance and
expand the Company's existing modular construction capabilities. Because of the
deep-water port access of the new facility, the Company will be able to design
and construct modules of almost any size. The total estimated cost of the
project is approximately $19.0 million. In order to finance the purchase and
development of the Charleston facility, the Company liquidated approximately
$10.0 million of marketable securities, and will sell its existing modular
design and manufacturing facilities located in Orangeburg, South Carolina.
The Company's financing activities used $2.7 million in cash and cash
equivalents during the six months ended March 31, 1998. This compares to a net
use of cash of $1.1 million during the six months ended March 31, 1997. The
increase in the amount of cash used in financing activities during the six
months ended March 31, 1998 as compared to last year was due primarily to a $1.7
million increase in cash used to pay-down other deferred liabilities.
The Company believes it has adequate capital resources to fund its operations
for the remainder of 1998 and beyond. At March 31, 1998, the Company's short-
term committed credit facilities totaled $48.1 million through banks located
primarily in the U.S., the U.K., France, India and Chile, against which only
very minor amounts were outstanding in the form of direct borrowings.
Page 10
<PAGE>
Forward-Looking Statements
- --------------------------
Statements included in this Quarterly Report on Form 10-Q that are not based on
historical facts are "forward-looking statements", as that term is discussed in
the Private Securities Litigation Reform Act of 1995. These statements are
based on management's current estimates, expectations and projections about the
industries in which the Company operates and the services it provides. By their
nature, such forward-looking statements involve risks and uncertainties. The
Company cautions the reader that a variety of factors could cause business
conditions and results to differ materially from what is contained in its
forward-looking statements. These factors include the following: increase in
competition by foreign and domestic competitors; availability of qualified
engineers and other professional staff needed to execute contracts; the timing
of new awards and of funding for such awards; the ability of the Company to meet
performance or schedule guarantees; cost overruns on fixed, maximum or unit
priced contracts; the outcome of pending and future litigation and governmental
proceedings; and the cyclical nature of the individual markets in which the
Company's customers operate. The preceding list is not all-inclusive, and the
Company undertakes no obligation to update publicly any forward-looking
statements, whether as a result of new information, future events or otherwise.
Readers of this Form 10-Q should also read the Company's most recent Annual
Report on Form 10-K for a further description of the Company's business, legal
proceedings and other information that describes factors that could cause actual
results to differ from such forward-looking statements.
PART II - OTHER INFORMATION
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
The information required by this Item is hereby incorporated by reference from
Item 4 of the Company's Quarterly Report on Form 10-Q for the period ended
December 31, 1997 filed with the Commission on February 12, 1998.
ITEM 5. OTHER INFORMATION
In Item 5 of the Company's Quarterly Report on Form 10-Q for the period ended
December 31, 1997, the Company disclosed that it was responding to a subpoena
for information from the U.S. Attorney's office regarding the Company's method
of accounting for rent for a building that the Company sold in 1982, and then
leased from 1983 through 1997. On March 9, 1998, the U.S. Attorney for the
Central District of California announced that it was intervening in a
Whistleblower Federal False Claims Act suit filed by a former employee of the
Company. The Whistleblower lawsuit, which has been unsealed but not served on
the Company, alleges that the Company overbilled the government for lease
charges arising out of the 1982 sale and lease of its former headquarters
building. It is the Company's position that the real estate transaction that is
the subject of the suit occurred over 15 years ago and has been consistently
disclosed to the government every year since that time, that the Company did not
bill for any charges that it did not in fact incur and believes its accounting
treatment of the question lease charges complied with the applicable
regulations, and that the Company intends to vigorously defend the action.
Page 11
<PAGE>
JACOBS ENGINEERING GROUP INC. AND SUBSIDIARIES
March 31, 1998
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K.
(a) Exhibits:
27.1 Financial Data Schedule.
27.2 Financial Data Schedule - Restated (March 31, 1997; restated
to show earnings per share calculated in accordance
with SFAS No. 128).
27.3 Financial Data Schedule - Restated (June 30, 1997; restated
to show earnings per share calculated in accordance
with SFAS No. 128).
27.4 Financial Data Schedule - Restated (September 30, 1997;
restated to show earnings per share calculated in accordance
with SFAS No. 128).
27.5 Financial Data Schedule - Restated (September 30, 1996;
restated to show earnings per share calculated in accordance
with SFAS No. 128).
(b) Reports on Form 8-K:
Not applicable.
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.
JACOBS ENGINEERING GROUP INC.
/s/ John W. Prosser, Jr.
___________________________
John W. Prosser, Jr.
Senior Vice President, Finance
and Administration and Treasurer
Date: May 12, 1998
Page 12
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> SEP-30-1998
<PERIOD-END> MAR-31-1998
<CASH> 67,907
<SECURITIES> 20,788
<RECEIVABLES> 383,425
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 526,229
<PP&E> 191,236
<DEPRECIATION> 93,952
<TOTAL-ASSETS> 774,225
<CURRENT-LIABILITIES> 335,550
<BONDS> 0
0
0
<COMMON> 25,808
<OTHER-SE> 322,941
<TOTAL-LIABILITY-AND-EQUITY> 774,225
<SALES> 0
<TOTAL-REVENUES> 1,031,135
<CGS> 0
<TOTAL-COSTS> 896,561
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> (1,175)
<INCOME-PRETAX> 42,839
<INCOME-TAX> 16,709
<INCOME-CONTINUING> 26,130
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 26,130
<EPS-PRIMARY> 1.02
<EPS-DILUTED> 1.00
</TABLE>
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<RESTATED>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> SEP-30-1997
<PERIOD-END> MAR-31-1997
<CASH> 100,324
<SECURITIES> 0
<RECEIVABLES> 276,824
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 420,566
<PP&E> 172,013
<DEPRECIATION> 88,898
<TOTAL-ASSETS> 617,775
<CURRENT-LIABILITIES> 251,444
<BONDS> 0
0
0
<COMMON> 25,756
<OTHER-SE> 277,741
<TOTAL-LIABILITY-AND-EQUITY> 617,775
<SALES> 0
<TOTAL-REVENUES> 871,384
<CGS> 0
<TOTAL-COSTS> 762,913
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> (1,374)
<INCOME-PRETAX> 36,904
<INCOME-TAX> 14,614
<INCOME-CONTINUING> 22,290
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 22,290
<EPS-PRIMARY> 0.86
<EPS-DILUTED> 0.86
</TABLE>
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<RESTATED>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> SEP-30-1997
<PERIOD-END> JUN-30-1997
<CASH> 80,321
<SECURITIES> 20,005
<RECEIVABLES> 296,508
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 440,170
<PP&E> 176,162
<DEPRECIATION> 86,830
<TOTAL-ASSETS> 650,761
<CURRENT-LIABILITIES> 273,143
<BONDS> 0
0
0
<COMMON> 25,795
<OTHER-SE> 289,487
<TOTAL-LIABILITY-AND-EQUITY> 650,761
<SALES> 0
<TOTAL-REVENUES> 1,301,561
<CGS> 0
<TOTAL-COSTS> 1,136,143
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> (2,628)
<INCOME-PRETAX> 56,722
<INCOME-TAX> 22,462
<INCOME-CONTINUING> 34,260
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 34,260
<EPS-PRIMARY> 1.33
<EPS-DILUTED> 1.32
</TABLE>
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<RESTATED>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> SEP-30-1997
<PERIOD-END> SEP-30-1997
<CASH> 55,992
<SECURITIES> 21,130
<RECEIVABLES> 382,051
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 503,921
<PP&E> 184,397
<DEPRECIATION> 90,996
<TOTAL-ASSETS> 744,203
<CURRENT-LIABILITIES> 325,718
<BONDS> 0
0
0
<COMMON> 25,811
<OTHER-SE> 298,497
<TOTAL-LIABILITY-AND-EQUITY> 744,203
<SALES> 0
<TOTAL-REVENUES> 1,780,616
<CGS> 0
<TOTAL-COSTS> 1,546,898
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> (2,959)
<INCOME-PRETAX> 77,449
<INCOME-TAX> 30,554
<INCOME-CONTINUING> 46,895
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 46,895
<EPS-PRIMARY> 1.82
<EPS-DILUTED> 1.80
</TABLE>
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<RESTATED>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> SEP-30-1996
<PERIOD-END> SEP-30-1996
<CASH> 62,865
<SECURITIES> 2,764
<RECEIVABLES> 276,668
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 383,644
<PP&E> 162,476
<DEPRECIATION> 83,467
<TOTAL-ASSETS> 572,505
<CURRENT-LIABILITIES> 228,075
<BONDS> 0
0
0
<COMMON> 25,745
<OTHER-SE> 257,642
<TOTAL-LIABILITY-AND-EQUITY> 572,505
<SALES> 0
<TOTAL-REVENUES> 1,798,970
<CGS> 0
<TOTAL-COSTS> 1,590,906
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> (1,444)
<INCOME-PRETAX> 66,821
<INCOME-TAX> 26,461
<INCOME-CONTINUING> 40,360
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 40,360
<EPS-PRIMARY> 1.58
<EPS-DILUTED> 1.56
</TABLE>
