LEE ENTERPRISES INC
10-Q, 1997-08-13
NEWSPAPERS: PUBLISHING OR PUBLISHING & PRINTING
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                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM 10-Q
            [ X ] Quarterly Report Under Section 13 or 15(d) of the
                         Securities Exchange Act of 1934
                         For Quarter Ended June 30, 1997
                                       OR
          [ ] Transition Report Pursuant to Section 13 or 15(d) of the
                         Securities Exchange Act of 1934

                          Commission File Number 1-6227

                          Lee Enterprises, Incorporated


A Delaware Corporation                                        I.D. #42-0823980
215 N. Main Street
Davenport, Iowa  52801
Phone:  (319) 383-2100

Indicate  by a check  mark  whether  the  registrant  (1) has filed all  reports
required to be filed by Section 13 or 15(d) of the  Securities  Exchange  Act of
1934  during  the  preceding  12 months  (or for such  shorter  period  that the
registrant was required to file such reports),  and (2) has been subject to such
filing requirements for the past 90 days. Yes [ X ] No [ ]

Indicate the number of shares  outstanding  of each of the  issuer's  classes of
common stock, as of the latest practical date.


           Class                                   Outstanding at June 30, 1997
- ---------------------------------------            -----------------------------
Common Stock, $2.00 par value                                 34,153,683
Class "B" Common Stock, $2.00 par value                       12,247,268



<PAGE>


                          PART I. FINANCIAL INFORMATION

Item 1.

LEE ENTERPRISES, INCORPORATED

CONSOLIDATED STATEMENTS OF INCOME
(In Thousands Except Per Share Data)
<TABLE>

                                             Three Months               Nine Months
                                             Ended June 30,            Ended June 30,
                                           --------------------------------------------
                                             1997        1996        1997        1996
- ---------------------------------------------------------------------------------------
<S>                                        <C>         <C>         <C>         <C>   
Operating revenue:
   Newspaper:
      Advertising ......................   $ 45,991    $ 43,362    $134,319    $126,180
      Circulation ......................     20,199      19,967      60,219      59,918
      Other ............................     13,890      13,835      42,084      41,095
   Broadcasting ........................     30,675      30,671      92,095      88,200
   Equity in net income of associated
      companies ........................      1,938       1,664       5,431       4,847
                                           --------------------------------------------
                                            112,693     109,499     334,148     320,240
                                           --------------------------------------------
Operating expenses:
   Compensation costs ..................     40,807      38,396     122,596     115,494
   Newsprint and ink ...................      7,938       9,539      22,838      29,777
   Depreciation ........................      4,366       4,120      12,321      11,727
   Amortization of intangibles .........      2,703       2,864       8,108       8,691
   Other ...............................     27,943      27,647      87,937      84,617
                                           --------------------------------------------
                                             83,757      82,566     253,800     250,306
                                           --------------------------------------------
              Operating income .........     28,936      26,933      80,348      69,934
                                           --------------------------------------------
Financial (income) expense, net:
   Financial (income) ..................     (1,145)       (663)     (3,143)     (1,751)
   Financial expense ...................      1,346       2,347       5,115       7,335
                                           --------------------------------------------
                                                201       1,684       1,972       5,584
                                           --------------------------------------------
              Income from continuing
              operations before taxes on
              income ...................     28,735      25,249      78,376      64,350
Income taxes ...........................     10,976       9,868      30,269      25,193
                                           --------------------------------------------
              Income from continuing
              operations ...............     17,759      15,381      48,107      39,157
Income from discontinued operations
   net of income tax effect ............        485       1,664       1,485       4,633
                                           --------------------------------------------
              Net income ...............   $ 18,244    $ 17,045    $ 49,592    $ 43,790
                                           ============================================

Weighted average number of shares ......     47,231      47,938      47,488      48,021
                                           ============================================
Earnings per share:
   Income from continuing operations ...       0.38        0.32        1.01        0.81
   Income from discontinued operations .       0.01        0.04        0.03        0.10
                                           --------------------------------------------
              Net income ...............   $   0.39    $   0.36    $   1.04    $   0.91
                                           ============================================

Dividends per share ....................   $   0.13    $   0.12    $   0.39    $   0.36
                                           ============================================
</TABLE>
<PAGE>

LEE ENTERPRISES, INCORPORATED

CONDENSED CONSOLIDATED BALANCE SHEETS
(In Thousands)

                                                      June 30,     September 30,
ASSETS                                                 1997            1996
- -------------------------------------------------------------------------------
                                                           (Unaudited)

Cash and cash equivalents ......................     $ 70,106         $ 19,267
Accounts receivable, net .......................       54,526           50,211
Newsprint inventory ............................        2,021            3,668
Program rights and other .......................       12,080           17,183
Net assets of discontinued operations ..........           --           56,379
                                                     -------------------------
              Total current assets .............      138,733          146,708

Investments ....................................       23,338           22,156
Property and equipment, net ....................      104,378          104,705
Intangibles and other assets ...................      247,209          253,847
                                                     -------------------------
                                                     $513,658         $527,416
                                                     =========================

LIABILITIES AND STOCKHOLDERS' EQUITY
                                        

Current liabilities ............................      $ 97,439        $ 97,777
Long-term debt, less current maturities ........        27,021          52,290
Deferred items .................................        53,265          52,395
Stockholders' equity ...........................       335,933         324,954
                                                      ------------------------
                                                      $513,658        $527,416
                                                      ========================




<PAGE>


LEE ENTERPRISES, INCORPORATED

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(In Thousands)


Nine Months Ended June 30:                                    1997        1996
- -------------------------------------------------------------------------------
                                                               (Unaudited)
   Cash Provided by Operations:
      Net income .........................................  $ 49,592   $ 43,790
      Adjustments to reconcile net income to net cash
        provided by operations:
        Depreciation and amortization ....................    21,706     23,695
        Distributions in excess of earnings of associated
           companies .....................................     1,140      1,166
        Adjustment of estimated loss on disposition of
           discontinued operations .......................    (1,985)
        Other balance sheet changes ......................     6,835     (7,228)
                                                            -------------------
              Net cash provided by operations ............    77,288     61,423
                                                            -------------------

   Cash Provided by (Required for) Investing Activities:
      Acquisitions .......................................    (1,200)      (367)
      Purchase of property and equipment .................   (11,229)   (13,866)
      Purchase of temporary investments ..................        --       (200)
      Proceeds from maturities of temporary investments ..        --        400
      Net proceeds from sale of subsidiary ...............    54,795         --
      Other ..............................................      (884)    (1,320)
                                                            -------------------
              Net cash provided by (required for)
              investing activities .......................    41,482    (15,353)
                                                            -------------------

   Cash (Required for) Financing Activities:
      Purchase of common stock ...........................   (25,902)   (11,654)
      Cash dividends paid ................................   (12,149)   (11,316)
      Payment of debt ....................................   (35,000)   (25,076)
      Proceeds from long-term borrowings .................        --     15,000
      Other ..............................................     5,120      2,284
                                                            -------------------
              Net cash (required for) financing activities   (67,931)   (30,762)
                                                            -------------------

              Net increase in cash and cash equivalents ..    50,839     15,308

Cash and cash equivalents:
   Beginning .............................................    19,267     10,683
                                                            -------------------
   Ending ................................................  $ 70,106   $ 25,991
                                                            ===================


<PAGE>


LEE ENTERPRISES, INCORPORATED

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL INFORMATION

- --------------------------------------------------------------------------------



Note 1.  Basis of Presentation

The  information  furnished  reflects  all  adjustments,  consisting  of  normal
recurring accruals, which are, in the opinion of management, necessary to a fair
presentation  of the  financial  position as of June 30, 1997 and the results of
operations for the three and nine month periods ended June 30, 1997 and 1996 and
cash flows for the nine month periods needed June 30, 1997 and 1996.


Note 2.  Investment in Associated Companies

Condensed  operating  results  of  unconsolidated  associated  companies  are as
follows:


                                    Nine Months       Three Months
                                   Ended June 30,    Ended June 30,
                                  ----------------------------------
                                    1997     1996    1997      1996
                                  ----------------------------------

Revenues .......................  $19,963  $18,226  $58,769  $54,576
Operating expenses, except
   depreciation and amortization   13,235   12,506   39,893   37,871
Depreciation and amortization ..      502      433    1,506    1,363
Operating income ...............    6,226    5,287   17,370   15,342
Financial income ...............      293      286      847      876
Income before income taxes .....    6,519    5,573   18,217   16,218
Income taxes ...................    2,642    2,249    7,352    6,522
Net income .....................    3,877    3,324   10,865    9,696

a.  Madison Newspaper, Inc. (50% owned)
b.  Quality Information Systems (50% owned)
c.  Inn Partnership, LC (an effective 50% owned)


Note 3.  Cash  Flows  Information  

The components of other balance sheet changes are:

                                                               Nine Months Ended
                                                                    June 30,
                                                               ----------------
                                                                 1997     1996
                                                               ----------------
                                                                 (In Thousands)
                                                                  (Unaudited)

(Increase) in receivables ...................................  $(5,658) $(9,175)
Decrease in inventories, film rights and other ..............    3,063    2,098
Increase (decrease) in accounts payable, accrued expenses
   and unearned income ......................................    5,222   (5,987)
Increase in income taxes payable ............................    1,599    4,622
Other, primarily deferred items .............................    2,609    1,214
                                                               ----------------
                                                               $ 6,835  $(7,228)
                                                               ================


Note 4.  Pending Accounting Changes

In February  1997,  the  Financial  Accounting  Standards  Board  (FASB)  issued
Statement  No.  128,  "Earnings  Per  Share."  This  Statement   simplifies  the
computation of earnings per share and makes the computation more consistent with
those of  International  Accounting  Standards.  The  Statement is effective for
periods ending after December 15, 1997. The Company does not expect the adoption
of this new standard to significantly  impact  previously  reported earnings per
share or earnings per share trends.
<PAGE>



In June 1997, the FASB issued Statement No. 130 "Reporting Comprehensive Income"
and Statement No. 131  "Disclosures  About Segments of an Enterprise and Related
Information."   Statement   No.  130   establishes   standards   for   reporting
comprehensive income in financial statements.  Statement No. 131 expands certain
reporting and disclosure  requirements for segments from current standards.  The
Statements are effective for fiscal years  beginning after December 15, 1997 and
the Company  does not expect the  adoption of these new  standards  to result in
material changes to previously reported amounts or disclosures.


Note 5.  Subsequent Events

On July  25,  1997  Lee  Enterprises,  Incorporated  entered  into a  definitive
agreement to acquire the Pacific  Northwest  Publishing  Group from ABC, Inc., a
wholly-owned  subsidiary  of The Walt  Disney  Company  ("Seller").  The Pacific
Northwest  Publishing Group publishes daily and weekly newspapers,  shoppers and
specialty publications. The shopper and specialty publication group covers eight
markets in the states of Washington,  Oregon, Nevada, and Utah. They are grouped
into three  geographic  regions with total  circulation of 980,000 and estimated
readership  of over 2.2 million.  The  newspaper  group  publishes  eight Oregon
newspapers  geographically clustered in the Willamette Valley. The two daily and
six weekly  newspapers  have an  aggregate  paid  circulation  of  approximately
67,000.

The transaction,  which is subject to requisite  regulatory  approval  discussed
below and other  customary  contingencies  for a transaction of this nature,  is
expected to close before September 30, 1997. The purchase price is approximately
$185 million.  The acquisition  will be affected by registrant's  acquisition of
all of the  outstanding  shares of common stock of Southern Utah Media,  Inc., a
Delaware corporation, Nevada Media Inc., a Delaware corporation, and Oregon News
Media Inc., a Delaware corporation, from Seller.

The  transaction is subject to the approval of the Federal Trade  Commission and
the United States  Department  of Justice  pursuant to the  requirements  of the
Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended.


<PAGE>



Item 2.  Management's Discussion and Analysis of Financial Condition and 
         Results of Operations

                                          Three Months          Nine Months
                                         Ended June 30,        Ended June 30,
                                       -------------------   ------------------
                                         1997       1996       1997      1996
                                       ----------------------------------------
                                         (Dollar Amounts in Thousands Except
                                                  for Per Share Data)

Operating revenue ..................   $112,693   $109,499   $334,148  $320,240
   Percent change ..................       2.9%                  4.3%

Income before depreciation and
   amortization, interest and taxes
   (EBITDA) ........................     36,005    33,917     100,777    90,352
   Percent change ..................       6.1%                 11.5%

Operating income ...................     28,936    26,933      80,348    69,934
   Percent change ..................       7.4%                 14.9%

Income from continuing operations ..     17,759    15,381      48,107    39,157
   Percent change ..................      15.5%                 22.9%

Net income .........................     18,244    17,045      49,592    43,790
   Percent change ..................       7.0%                 13.2%

Earnings per share:
   Income from continuing operations    $  0.38   $  0.32    $   1.01   $  0.81
     Percent change ................      18.8%                 24.7%
   Net income ......................       0.39      0.36        1.04      0.91
     Percent change ................       8.3%                 14.3%




<PAGE>


Operations by line of business are as follows:
<TABLE>
                                         
                                              Three Months              Nine Months
                                             Ended June 30,            Ended June 30,
                                           --------------------------------------------
                                             1997        1996         1997       1996
- ---------------------------------------------------------------------------------------
                                                           (In Thousands)
<S>                                        <C>         <C>         <C>        <C>  
Operating revenue:
   Newspapers ..........................   $ 82,018    $ 78,828    $242,053    $232,040
   Broadcasting ........................     30,675      30,671      92,095      88,200
                                           --------------------------------------------
                                           $112,693    $109,499    $334,148    $320,240
                                           ============================================

Income before depreciation and
   amortization, interest and taxes
   (EBITDA):
   Newspapers ..........................   $ 30,321    $ 25,690    $ 84,456    $ 71,465
   Broadcasting ........................      9,113      10,425      26,901      27,017
   Corporate ...........................     (3,429)     (2,198)    (10,580)     (8,130)
                                           --------------------------------------------
                                           $ 36,005    $ 33,917    $100,777    $ 90,352
                                           ============================================

Operating income:
   Newspapers ..........................   $ 26,423    $ 21,936    $ 73,147    $ 60,580
   Broadcasting ........................      6,097       7,342      18,231      17,907
   Corporate ...........................     (3,584)     (2,345)    (11,030)     (8,553)
                                           --------------------------------------------
                                           $ 28,936    $ 26,933    $ 80,348    $ 69,934
                                           ============================================

Capital expenditures:
   Newspapers ..........................   $  1,424    $  3,269    $  5,132    $  8,302
   Broadcasting ........................      1,426       1,428       5,259       4,951
   Graphic arts ........................         --          24          --         251
   Corporate ...........................        652         186         838         362
                                           --------------------------------------------
                                           $  3,502    $  4,907    $ 11,229    $ 13,866
                                           ============================================
</TABLE>
<PAGE>


QUARTER ENDED JUNE 30, 1997

Newspapers:

Wholly-owned daily newspaper  advertising  revenue increased  $2,629,000,  6.1%.
Advertising  revenue  from  local  merchants  increased  $561,000,  2.3%.  Local
"run-of-press"   advertising  decreased  $28,000,   (.2%).   Advertising  inches
decreased (4.5%).  Local preprint revenue increased $589,000,  8.0%.  Classified
advertising  revenue increased  $1,711,000,  11.8% as a result of higher average
rates and a 7.2%  increase in  advertising  volume.  Employment  and real estate
advertising led the increase.  Circulation revenue increased $232,000, 1.2% as a
result of higher rates which offset a 1.9% decrease in volume.  Other revenue at
daily newspapers decreased $316,000, (3.8%).

Wholly-owned daily newspaper  compensation expense increased $417,000,  1.8% due
primarily  to  increases  in  average  compensation.  Newsprint  and  ink  costs
decreased  $1,581,000,  (16.8%) due to lower newsprint  prices.  Other operating
expenses exclusive of depreciation and amortization decreased $390,000, (2.6%).

Revenues from weekly newspapers,  shoppers and specialty  publications increased
$371,000,  6.9% (5.8% exclusive of  acquisitions).  Operating  income  increased
$140,000.

Broadcasting:

Revenue  for the  quarter  remained  even  as  political  advertising  decreased
$1,159,000,  (81.9%),  local/regional/national  advertising  increased $430,000,
1.7% and  production  revenue  increased  $321,000,  22.4%.  Compensation  costs
increased $1,344,000, 11.7% due to a 4.1% increase in the number of hours worked
and  an  increase  in the  average  hourly  rate.  Programming  costs  decreased
$330,000,   (15.2%)  primarily  due  to  decreased  amortization  from  programs
amortized  on an  accelerated  basis.  Other  operating  expenses  exclusive  of
depreciation and amortization increased $302,000, 4.6% for the quarter.

Corporate:

Corporate  costs increased  $1,239,000 as a result of increased  marketing costs
and the enhancement of computer software.

Financial Expense and Income Taxes:

The increase in interest income reflects the investment of the proceeds from the
sale of NAPP Systems Inc. on January 17, 1997.

Interest  expense  was reduced  due to  payments  on  long-term  debt along with
payments of  short-term  borrowings  used to finance the  acquisition  of SJL of
Kansas Corp.

Income taxes were 38.2% and 39.1% of pre-tax  income for the quarters ended June
30, 1997 and 1996, respectively.


<PAGE>


NINE MONTHS ENDED JUNE 30, 1997

Newspaper:

Wholly-owned daily newspaper  advertising  revenue increased  $8,139,000,  6.5%.
Advertising  revenue from local  merchants  increased  $3,401,000,  4.6%.  Local
"run-of-press"  advertising  increased  $2,249,000,  4.3%, as a result of higher
average rates.  Local preprint revenue increased  $1,152,000,  5.1%.  Classified
advertising  revenue increased  $3,827,000,  9.7%, as a result of higher average
rates and a 4.6% increase in advertising inches. The employment category was the
biggest  contributor to the increase.  Circulation  revenue increased  $302,000,
 .5%, as a result of higher rates which offset a 2.2%  decrease in volume.  Other
revenue at daily newspapers  increased  $205,000,  .8%, primarily as a result of
increases  in  commercial  printing  and  other  non-traditional   products  and
services.

Wholly-owned daily newspaper  compensation expense increased  $2,527,000,  3.6%,
due  primarily  to increases in average  compensation.  Newsprint  and ink costs
decreased  $6,923,000,  (23.5%),  due to lower newsprint prices. Other operating
expense exclusive of depreciation and amortization increased $1,049,000, 2.3%.

Revenues from weekly newspapers,  shoppers and specialty  publications increased
$784,000, 4.7%. Operating income increased $271,000.

Broadcasting:

Revenue for the period  increased  $3,895,000,  4.4%,  as political  advertising
increased $2,347,000,  69.7%, and local/regional/national  advertising increased
$217,000,  .3%. Production revenue increased $566,000,  13.4%,  primarily due to
increased corporate/studio business at MIRA Creative Group in Portland, Oregon.

Compensation  costs  increased  $3,223,000,  9.3%, due to a 3.7% increase in the
number of hours worked and an increase in the average hourly rates.  Programming
costs for the period decreased $1,150,000,  (16.8%),  primarily due to decreased
amortization from programs  amortized on an accelerated  basis.  Other operating
expenses exclusive of depreciation and amortization increased $1,938,000,  9.8%,
primarily due to increased  audience  promotion for the November  ratings period
and outside services.

Corporate Costs:

Corporate  costs  increased  by  $2,477,000,  29.0%,  as a result  of  increased
marketing costs, the enhancement of computer software, and relocation costs.

Financial Expense and Income Taxes:

The increase in interest income reflects the investment of the proceeds from the
sale of NAPP Systems Inc. on January 17, 1997.

Interest  expense was reduced due to  payments  of  long-term  debt,  along with
payment of  short-term  borrowings  used to finance  the  acquisition  of SJL of
Kansas Corp.

Income  taxes were 38.6% and 39.1% of pre-tax  income for the nine months  ended
June 30, 1997 and 1996, respectively.



<PAGE>


Discontinued Operations:

On January 17, 1997, the Company closed on the sale of its graphic arts products
subsidiary, NAPP Systems Inc. for approximately $56,500,000.

Liquidity and Capital Resources:

Cash provided by operations, which is the Company's primary source of liquidity,
generated  $77,288,000 for the nine month period ended June 30, 1997.  Available
cash  balances  and  cash  flow  from  operations  provide  adequate  liquidity.
Covenants   related  to  the  Company's  credit  agreement  are  not  considered
restrictive to operations and anticipated stockholder dividends.

Safe Harbor Statement:

This  report  contains  forward-looking   statements  and  includes  assumptions
concerning  the  Company's  operations,  future  results  and  prospects.  These
forward-looking  statements are based on current expectations and are subject to
risks and uncertainties.  In connection with the "safe harbor" provisions of the
Private  Securities  Litigation  Reform Act of 1995,  the Company  provides  the
following cautionary statements identifying important economic,  political,  and
technological  factors  which,  among others,  could cause the actual results or
events  to  differ   materially   from   those  set  forth  or  implied  by  the
forward-looking statements or assumptions.

Such  factors  include  the  following:  (i)  changes in the  current and future
business  environment,   including  interest  rates  and  capital  and  consumer
spending; (ii) prices for newsprint products;  (iii) the availability of quality
broadcast  programming  at competitive  prices;  (iv) the quality and ratings of
network  over-the-air  broadcast  programs;  and (v)  legislative  or regulatory
initiatives affecting the cost of delivery of over-the-air broadcast programs to
the Company's  customers.  Further  information  concerning  the Company and its
businesses,  including  factors that  potentially  could  materially  affect the
Company's  financial results, is included in the Company's annual report on Form
10-K.

Item 6.  Exhibits and Reports on Form 8-K


        (a) Exhibits:

            Exhibit 11 - Computation of Earnings Per Share

        (b) There were no reports on Form 8-K  required  to be filed  during the
            quarter for which this report is filed.



<PAGE>



                                   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.

                                          LEE ENTERPRISES, INCORPORATED




DATE: August 13, 1997                     /s/ G.C. Wahlig
- -----------------------                   -------------------------------------
                                          G.C. Wahlig, Chief Accounting Officer



                                                                              
                         LEE ENTERPRISES, INCORPORATED

                               PART I. EXHIBIT 11

                    Computation of Earnings Per Common Share
                    (In Thousands Except Per Share Amounts)

<TABLE>
                                                    Three Months      Nine Months
                                                   Ended June 30,    Ended June 30,
                                                  ----------------  ----------------
                                                   1997     1996      1997    1996
- ------------------------------------------------------------------------------------
<S>                                               <C>      <C>      <C>      <C>   

Income applicable to common shares:
   Income from continuing operations ...........  $17,759  $15,381  $48,107  $39,157
   Income from discontinued operations .........      485    1,664    1,485    4,633
                                                  ---------------------------------
              Net income .......................  $18,244  $17,045  $49,592  $43,790
                                                  ==================================

Shares:
   Weighted average common shares
      outstanding ..............................   46,401   46,974   46,646   47,126
   Dilutive effect of certain stock
      operations ...............................      830      964      842      895
                                                  ----------------------------------
              Average common shares outstanding, 
              as adjusted ......................   47,231   47,938   47,488   48,021
                                                  ==================================

Earnings per share of common stock:
   Income from continuing operations ...........  $   0.38 $  0.32  $  1.01  $  0.81
   Income from discontinued operations .........      0.01    0.04     0.03     0.10
                                                  ----------------------------------
              Net income .......................  $   0.39 $  0.36  $  1.04  $  0.91
                                                  ==================================
</TABLE>


<TABLE> <S> <C>

<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMARY FINANCIAL INFROMATION EXTRACTED FROM THE JUNE 30,
1997 FORM 10Q OF LEE ENTERPRISES, INCORPORATED AND IS QUALIFIED IN ITS ENTIRETY
BY REFERENCE TO SUCH FINANCIAL STATEMENTS
</LEGEND>
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   9-MOS
<FISCAL-YEAR-END>                          SEP-30-1997
<PERIOD-END>                               JUN-30-1997
<CASH>                                          70,106
<SECURITIES>                                         0
<RECEIVABLES>                                   58,658
<ALLOWANCES>                                     4,132
<INVENTORY>                                      2,021
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