-1-
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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 July 31, 1995
OR
[ ] 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 1-7898
LOWE'S COMPANIES, INC.
(Exact name of registrant as specified in its charter)
NORTH CAROLINA 56-0578072
State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
P.O. BOX 1111, NORTH WILKESBORO, N.C. 28656
(Address of principal executive offices)
(Zip Code)
(910) 651-4000
(Registrant's telephone number, including area code)
NONE
(Former name,former address and former fiscal year,
if changed since last report)
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 .
Indicate the number of shares outstanding of each of the issuer's
classes of common stock, as of the latest practicable date.
Class Outstanding at August 31, 1995
Common Stock, $.50 par value 160,593,516
13
TOTAL PAGES
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LOWE'S COMPANIES, INC.
- INDEX -
PART I - Financial Information: Page No.
Consolidated Balance Sheets - July 31, 1995
and January 31, 1995. 3
Consolidated Statements of Current and
Retained Earnings - three months and six months
ended July 31, 1995 and 1994. 4
Consolidated Statements of Cash Flows - six
months ended July 31, 1995 and 1994. 5
Notes to Consolidated Financial Statements. 6-7
Management's Discussion and Analysis of Results
of Operations and Financial Condition. 8-9
Independent Accountants' Report. 10
PART II - Other Information
Item 4 - Submission of Matters to a Vote of Security Holders 11
Item 6 (a) - Exhibits.
Exhibit 11 Computation of per share earnings 12
Item 6 (b) - Reports on Form 8-K. 13
-3-
Consolidated Balance Sheets
Lowe's Companies, Inc. and Subsidiary Companies
Dollars in thousands
July 31, January 31,
1995 1995
Assets
Current assets:
Cash and cash equivalents $ 93,321 $ 150,319
Short-term investments 122,560 118,155
Accounts receivable - net 146,932 109,214
Merchandise inventory 1,165,655 1,132,282
Other assets 55,642 47,198
Total current assets 1,584,110 1,557,168
Property, less accumulated depreciation 1,567,569 1,397,713
Long-term investments 42,461 83,459
Other assets 59,799 67,652
Total assets $ 3,253,939 $3,105,992
Liabilities and Shareholders' Equity
Current liabilities:
Current maturities of long-term debt $ 30,741 $26,913
Short-term notes payable 1,856 1,903
Accounts payable 597,254 675,436
Employee retirement plans 42,827 43,950
Accrued salaries and wages 52,845 63,356
Other current liabilities 173,054 134,334
Total current liabilities 898,577 45,892
Long-term debt, excluding current maturities 714,923 681,184
Deferred income taxes 59,320 49,211
Accrued store restructuring costs 2,686 9,815
Total liabilities 1,675,506 1,686,102
Shareholders' equity
Common stock - $.50 par value;
Issued and Outstanding
July 31, 1995 160,451,886
January 31, 1995 159,527,389 80,226 79,764
Capital in excess of par 581,856 554,838
Retained earnings 922,416 792,891
Unearned compensation-restricted stock awards (5,452) (5,949)
Unrealized loss on available-for-sale securities,
net of income taxes of $330 at July 31, 1995
and $886 at January 31, 1995 (613) (1,654)
Total shareholders' equity 1,578,433 1,419,890
Total liabilities and
shareholders' equity $ 3,253,939 $3,105,992
See accompanying notes to consolidated financial statements.
-4-
Consolidated Statements of Current and Retained Earnings
Lowe's Companies, Inc. and Subsidiary Companies
Dollars In Thousands, Except Per Share Data
<TABLE>
<CAPTION>
Quarter Ended Six Months Ended
July 31, 1995 July 31,1994 July 31, 1995 July 31, 1994
Current Earnings Amount Percent Amount Percent Amount Percent Amount Percent
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Net sales $1,978,058 100.00 $1,647,019 100.00 $3,612,748 100.00 $3,044,027 100.00
Cost of sales 1,484,486 75.05 1,243,459 75.50 2,697,066 74.65 2,303,759 75.68
Gross margin 493,572 24.95 403,560 24.50 915,682 25.35 740,268 24.32
Expenses:
Selling, general and administrative 290,677 14.69 239,79 14.55 556,141 15.40 446,004 14.65
Store opening costs 11,438 0.58 7,345 0.45 20,029 0.55 14,737 0.48
Depreciation 35,811 1.81 26,174 1.59 68,781 1.90 50,162 1.65
Employee retirement plans 13,188 0.67 13,135 0.80 26,727 0.74 24,246 0.80
Interest 8,929 0.45 7,345 0.45 18,259 0.51 15,728 0.52
Total expenses 360,043 18.20 293,789 17.84 689,937 19.10 550,877 18.10
Pre-tax earnings 133,529 6.75 109,771 6.66 225,745 6.25 189,391 6.22
Income tax provision 48,522 2.45 38,420 2.33 81,812 2.27 66,287 2.18
Net earnings $ 85,007 4.30 $ 71,351 4.33 $143,933 3.98 $ 123,104 4.04
Shares outstanding (weighted average) 160,432 152,576 160,350 150,417
Earnings per common & common
equivalent share 0.53 0.47 0.90 0.82
Earnings per common share -
assuming full dilution 0.51 0.45 0.86 0.79
Retained earnings
Balance at beginning of period $ 844,620 $ 642,587 $ 792,891 $ 596,764
Net earnings 85,007 71,351 143,933 123,104
Cash dividends (7,211) (7,156) (14,408) (13,086)
Balance at end of period $ 922,416 $ 706,782 $ 922,416 $ 706,782
See accompanying notes to consolidated financial statements.
</TABLE>
-5-
CONSOLIDATED STATEMENTS OF CASH FLOWS
Lowe's Companies, Inc. and Subsidiary Companies
Dollars in Thousands
<TABLE>
<CAPTION>
For the sixmonths ended July 31
1995 1994
<S> <C> <C>
Cash Flows From Operating Activities:
Net Earnings $143,933 $ 123,104
Adjustments to Reconcile Net Earnings to Net Cash
Provided By Operating Activities:
Depreciation 68,781 50,162
Amortization of Original Issue Discount 1,928 1,572
Increase in Deferred Income Taxes 9,287 5,610
(Gain) Loss on Disposition/Writedown of Fixed and Other Assets (1,041) 2,798
Decrease (Increase) in Operating Assets:
Accounts Receivable - Net (37,718) (49,161)
Merchandise Inventory (33,373) (88,007)
Other Operating Assets (7,674) 34,280
Increase (Decrease) in Operating Liabilities:
Accounts Payable (78,182) 48,863
Employee Retirement Plans 23,877 20,996
Accrued Store Restructuring (5,715) (4,348)
Other Operating Liabilities 27,635 45,806
Net Cash Provided by Operating Activities 111,738 191,675
Cash Flows from Investing Activities:
Decrease (Increase) in Investment Assets:
Short-Term Investments( 1,046) (150,452)
Purchases of Long-Term Investments (16,299) (13,800)
Proceeds from Sale/Maturity of Long-Term Investments 55,156 11,368
Other Long-Term Assets 540 (1,663)
Fixed Assets Acquired (203,269) (161,051)
Proceeds from the Sale of Fixed and Other Long-Term Assets 13,224 5,184
Net Cash Used in Investing Activities (151,694) (310,414)
Cash Flows from Financing Activities:
Sources:
Long-Term Debt Borrowings 500
Proceeds from Issuance of Common Stock 316,193
Stock Options Exercised 44 916
Total Financing Sources 44 317,609
Uses:
Repayment of Long-term Debt (2,631) (19,606)
Net Decrease in Short-Term Borrowings (47) (329)
Cash Dividend Payments (14,408) (5,929)
Common Stock Purchased for Retirement (78)
Total Financing Uses (17,086) (25,942)
Net Cash Provided by (Used in) Financing Activities (17,042) 291,667
Net Increase (Decrease) in Cash and Cash Equivalents (56,998) 172,928
Cash and Cash Equivalents, Beginning of Period 150,319 73,253
Cash and Cash Equivalents, End of Period $93,321 $ 246,181
See accompanying notes to consolidated financial statements.
</TABLE>
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Lowe's Companies, Inc. and Subsidiary Companies
Notes to Consolidated Financial Statements
Note 1: The accompanying Consolidated Financial Statements
(unaudited) have been reviewed by an independent Certified
Public Accountant, and in the opinion of management, they
contain all adjustments necessary to present fairly the
financial position as of July 31, 1995, and the results of
operations for the three-month and six-month periods ended
July 31, 1995 and 1994, and the cash flows for the six-
month periods ended July 31, 1995 and 1994.
Note 2: The results of operations for the six-month periods
ended July 31, 1995 and 1994 are not necessarily
indicative of the results to be expected for the full
year.
Note 3: The Company has a cash management program which
provides for the investment of excess cash balances in
financial instruments which have maturities of up to three
years. Investments that are readily convertible to cash
within three months of purchase are classified as cash
equivalents. Investments with a maturity of between three
months and one year are classified as short-term
investments. Investments with maturities greater than one
year are classified as long-term. Long-term investments
were $42,461,000 and $83,459,000 at July 31, 1995 and
January 31, 1995, respectively.
Note 4: Net interest expense is composed of the following:
Quarter ended Six Months ended
July 31, July 31,
1995 1994 1995 1994
Long-term debt $8,692 $9,086 $17,581 $17,548
Capitalized leases 3,684 1,424 6,992 2,606
Short-term debt 347 85 608 659
Amortization of loan cost 70 76 140 154
Short-term interest income (2,906) (2,444) (5,165) (3,638)
Interest capitalized on
construction in progress (958) (882) (1,897) (1,601)
Net interest expense $8,929 $7,345 $18,259 $15,728
Note 5: If the FIFO method of inventory accounting had been
used, inventories would have been $72,260,000 higher at
July 31, 1995 and $64,976,000 higher at January 31, 1995.
Note 6: Stock options exercised consisted of 4,000 and 26,200
shares resulting in proceeds of $40,000 and $167,000 for
the three-month periods ended July 31, 1995 and 1994,
respectively, and 4,000 and 110,800 shares resulting in
proceeds of $40,000 and $916,000 for the six-month periods
ended July 31, 1995 and 1994, respectively.
Note 7: Property is shown net of accumulated depreciation of
$396,923,000 at July 31, 1995 and $344,438,000 at January
31, 1995.
-7-
Note 8: Supplemental disclosures of cash flow information:
Six months ended July 31 1995 1994
Cash paid for interest (net of capitalized) $ 25,778,000 $ 19,808,000
Cash paid for income taxes 52,643,000 52,996,000
Non-cash investing and financing activities:
Common stock issued to ESOP 25,000,000 20,000,000
Fixed assets acquired under capital lease 40,501,000 38,435,000
Conversion of debt to common stock 2,230,000 10,000
Note 9: On January 31, 1995, the Board of Directors
authorized the funding of the Fiscal 1994 ESOP
contribution primarily with the issuance of up to $40
million new shares of the Company's common stock with the
remainder in cash. During the first half of Fiscal 1995,
the Company issued 817,131 shares with a market value of
$25.0 million. The remaining shares will be issued by the
end of the third quarter.
Note 10: On January 10, 1994, the Company filed with the
Securities and Exchange Commission a shelf registration
statement covering $500 million of "unallocated" debt or
equity securities. The shelf registration enables the
Company to issue common stock, preferred stock, senior
unsecured debt securities or subordinated unsecured debt
securities from time to time.
On June 27, 1994, the Company sold 10,350,000 shares of
common stock under the shelf registration discussed above.
The Company received proceeds, net of the underwriting
discount and other costs, of $315,697,000. The proceeds
are being used to finance the Company's large store
expansion program and for general corporate purposes.
Note 11: During the first half of Fiscal 1995, $2,531,000
principal of the Company's 3% Convertible Subordinated
Notes were converted into 96,866 shares of the Company's
common stock.
Note 12: Costs associated with the relocation and closing of
stores during the three months and six months ended July
31, 1995, which were recognized through the restructuring
charge in Fiscal 1991, totaled $6,367,000 and $9,309,000,
respectively. Comparable costs incurred during the three
months and six months ended July 31, 1994 were $6,176,000
and $10,860,000, respectively.
Note 13: Unearned Compensation - Restricted Stock Awards of
$5,452,000 included in Shareholders' Equity on the balance
sheet is the result of stock grants totaling 190,000
shares made to certain executives and directors. The
amount is being amortized as earned over periods not
exceeding seven years.
Note 14: Earnings per common and common equivalent share is
computed based upon the weighted average number of common
shares outstanding during the period plus the dilutive
effect of common shares contingently issuable from stock
options. Earnings per common share - assuming full
dilution reflects the potential dilutive effect of
dilutive common share equivalents and the Company's 3%
Convertible Subordinated Notes issued July 22, 1993.
These notes are due July 22, 2003.
-8-
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
RESULTS OF OPERATIONS AND FINANCIAL CONDITION
RESULTS OF OPERATIONS
This discussion should be read in conjunction with the
financial statements and the financial statement footnotes
included in this Form 10-Q.
For the quarter ended July 31, 1995, the Company reported
record second quarter sales and earnings. Sales grew 20% to
$1.978 billion, net earnings increased 19% to $85.0 million and
earnings per share (fully diluted) were $.51 compared to $.45 in
the comparable quarter of last year. Comparable store sales were
up 4%. For the six months ended July 31, 1995, sales grew 19% to
$3.613 billion, net earnings increased 17% to $143.9 million and
earnings per share (fully diluted) were $.86 compared to $.79 in
the comparable period of last year. Comparable store sales were
up 3% year to date.
Sales in the second quarter were enhanced by the addition of
5.1 million square feet of retail selling space at new and
existing locations since last year's second quarter. Significant
sales gains came in yard, patio and garden, tools, kitchen
cabinets and appliances, home decor, lighting, bathrooms, home
water systems, heating/cooling and home care/safety. Included in
the 20% sales increase is approximately 2% decrease due to
changing prices. While we experienced deflation in lumber, there
was enough inflation in other products to nearly offset it.
Gross margin was 24.95% of sales for the quarter ended July 31,
1995, versus 24.50% in last year's quarter. The increase in
gross margin rate continues to reflect both the continuing shift
in business from contractor to retail and favorable changes in
our product mix. Gross margin for the six months ended July 31,
1995, was 25.35% versus 24.32% last year.
Selling, general and administrative expenses (SG&A) were 14.69%
of sales in the second quarter versus 14.55% in last year's
quarter. SG&A increased 21% compared to a 20% sales increase in
the quarter. Store salaries (excluding those in store opening
costs) increased 20%. For the six months ended July 31, 1995,
SG&A was 15.40% of sales versus 14.65% for the comparable period
last year.
For the quarter ended July 31, 1995, store opening costs were
$11.4 million versus $7.3 million last year, representing costs
associated with the opening of 13 stores this year (10 new and 3
relocated) compared to 10 stores in last year's second quarter (7
new and 3 relocated). Store opening costs averaged $821,000 per
project in the second quarter of 1995. Advertising and staff
training investments have been enhanced. For the six months
ended July 31, 1995, store opening costs were $20.0 million
versus $14.7 million last year, representing costs associated
with the opening of 26 stores this year (17 new and 9 relocated)
compared to 21 stores in the comparable period last year (13 new
and 8 relocated).
Depreciation was $35.8 million for the quarter ended July 31,
1995 and $68.8 million for the six months ended July 31, 1995,
increases of 37% over the comparable periods last year. The
increases are due primarily to fixtures, displays and computer
equipment for our store expansion program.
Employee retirement plans expense was $13.2 million for the
three months ended July 31, 1995, flat compared to last year's
quarter. For the six months ended July 31, 1995, employee
retirement plans expense was up 10% to $26.7 million.
Interest expense increased $2.5 million to $18.3 million for
the six months ended July 31, 1995. This is the result of an
increase of $.9 million in the first quarter and an increase of
$1.6 million in the second quarter. The increase is primarily
due to interest on capitalized building leases.
-9-
The Company's effective income tax rate was 36.34% for the
three months ended July 31, 1995, compared to 35.00% for the
comparable three months last year. The effective rate was 36.24%
versus 35.00% for the six months ended July 31, 1995 and 1994,
respectively. The current year's higher rates are due primarily
to a higher effective state tax rate.
LIQUIDITY AND CAPITAL RESOURCES
The uses of cash in the first six months have continued to lay
the groundwork for successfully implementing our strategic plan.
Merchandise inventory has increased $33.4 million. Real property
has increased in line with the Company's strategic plan to
continue expansion of sales floor square footage by relocating
from older, smaller stores to larger stores and to expand into
new markets. The Company's 1995 capital budget will range
between $810 and $835 million, inclusive of $238 million in
operating leases. Over 80% of this planned investment is for our
store expansion program.
Present plans are to finance our 1995 expansion through funds
from operations, operating leases, issuance of about $40 million
in common stock to our ESOP (see Note 9) and external financing.
Financing in the first six months came from net earnings and the
sales of investments in our cash management program. At July 31,
1995, the Company had an uncommitted aggregate of $174 million
available under a shelf registration statement filed with the
Securities and Exchange Commission (see Note 10). In addition to
these sources, the Company has available agreements for up to
$146 million in lines of credit for issuing documentary and
standby letters of credit. Another $235 million is available for
the purpose of short-term borrowings on a bid basis from various
banks. On April 10, 1995, the Company entered into a five year,
$300 million revolving credit facility with a group of thirteen
commercial banks to provide alternate liquidity for the Company's
commercial paper program and for general corporate purposes.
Lowe's ended the second quarter with 353 stores and 21.1
million square feet of retail selling space, a 32% increase over
last July's selling space. Our expansion plans for 1995 envision
about 55 new stores with about 65% in new markets and the balance
relocations, for approximately 5.5 million square feet of
incremental selling space. Approximately half the 1995 projects
will be leased and half will be owned. Our first half expansion
included 9 relocations, 17 new stores and 2 new contractor yards
representing 2.5 million square feet of incremental retail space.
We also closed 1 contractor yard. Our expansion plans for the
remainder of Fiscal 1995 include 9 relocations and 20 new stores
in new markets.
Also during the first quarter, both Moody's Investor Service
and Standard and Poor raised the Company's securities ratings.
Moody's raised its ratings as follows: Senior Unsecured Debt to
A2 from A3; Subordinated Debt to A3 from Baa1; and Commercial
Paper to Prime-1 from Prime-2. Standard and Poor raised its
ratings as follows: Senior Unsecured Debt to A from A-;
Subordinated Debt to A- from BBB+; and Commercial Paper to A-1
from A-2.
-10-
INDEPENDENT ACCOUNTANTS' REPORT
The Board of Directors
Lowe's Companies, Inc.:
We have reviewed the accompanying consolidated balance sheet of Lowe's
Companies, Inc. and subsidiary companies as ofJuly 31, 1995, and the related
consolidated statements of current and retained earnings for the three-month
and six-month periods ended July 31, 1995 and 1994, and cash flows for the
six-month periods ended July 31, 1995 and 1994. These financial statements are
the responsibility of the Company's management.
We conducted our review in accordance with standards established by the
American Institute of Certified Public Accountants. A review of interim
financial information consists principally of applying analytical procedures to
financial data and of making inquiries of persons responsible for financial and
accounting matters. It is substantially less in scope than an audit conducted
in accordance with generally accepted auditing standards, the objective of
which is the expression of an opinion regarding the financial statements taken
as a whole. Accordingly, we do not express such an opinion.
Based on our review, we are not aware of any material modifications that should
be made to such consolidated financial statements for them to be in conformity
with generally accepted accounting principles.
We have previously audited, in accordance with generally accepted auditing
standards, the consolidated balance sheet of Lowe's Companies, Inc. and
subsidiary companies as of January 31, 1995, and the related consolidated
statements of current and retained earnings and cash flows for the year then
ended (not presented herein); and in our report dated February 20, 1995, we
expressed an unqualified opinion on those consolidated financial statements. In
our opinion, the information set forth in the accompanying consolidated balance
sheet as of January 31, 1995 is fairly stated, in all material respects, in
relation to the consolidated balance sheet from which it has been derived.
/s/ Deloitte & Touche LLP
Charlotte, North Carolina
August 11, 1995
-11-
Part II - OTHER INFORMATION
Item 4 - Submission of Matters to a Vote of Security Holders.
(a)-The annual meeting of shareholders was held May 26,
1995.
(b)-Directors elected at the meeting: Gordon E. Cadwgan,
Petro Kulynych, Russell B. Long, and Robert L. Tillman.
-Incumbent Directors whose terms expire in subsequent years
are: William A. Andres, John M. Belk, Carol A. Farmer,
Leonard G. Herring, Robert G. Schwartz, Robert L. Strickland.
(c)-The matters voted upon at the meeting and the results of
the voting were as follows:
(1) Election of Class II Directors: FOR WITHHELD
Gordon E. Cadwgan 137,376,136 578,209
Petro Kulynych 137,590,740 363,605
Rusell B. Long 137,408,944 545,401
Robert L. Tillman 137,294,856 659,489
(2) Proposal to approve the appointment of Deloitte & Touche
as the independent certified public accountants of the
company: For 137,539,477, Against 148,341, Abstain 266,527.
(3) Shareholder proposal to declassify the Board of
Directors for the purpose of Director elections: For
52,678,859, Against 70,406,661, Abstain 1,155,911
-13-
Part II - OTHER INFORMATION
Item 6 (b) - Reports on Form 8-K
There were no reports filed on Form 8-K during the
quarter ended July 31, 1995.
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.
LOWE'S COMPANIES, INC.
September 13, 1995 \s\ Richard D. Elledge
Date Richard D. Elledge,
Vice President and Chief Accounting Officer
-12-
Item 6 (a) - Exhibits
Exhibit 11 - Computation of per share earnings
Three Months Ended Six Months Ended
July 31 July 31
1995 1994 1995 1994
Earnings per Common & Common Equivalent Share:
Net Earnings $85,007 $71,351 $143,933 $123,104
Weighted Average Shares
Outstanding 160,341 152,436 160,257 150,277
Dilutive Effect of Common
Stock Equivalents 91 140 93 140
Weighted Average Shares,
as Adjusted 160,432 152,576 160,350 150,417
Earnings per Common &
Common Equivalent Share $.53 $.47 $.90 $.82
Earnings per Common Share - Assuming Full Dilution:
Net Earnings $85,007 $71,351 $143,933 $123,104
Interest (After Taxes) on
Convertible Debt 1,878 1,913 3,759 3,824
Net Earnings, as Adjusted $86,885 $73,264 $147,692 $126,928
Weighted Average Shares
Outstanding 160,341 152,436 160,257 150,277
Dilutive Effect of Common
Stock Equivalents 112 140 113 140
Shares Added if All Debt
Converted 10,898 11,003 10,898 11,003
Weighted Average Shares,
as Adjusted 171,351 163,579 171,268 161,420
Earnings per Common Share
- Assuming Full Dilution $.51 $.45 $.86 $.79
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> JAN-31-1996
<PERIOD-END> JUL-31-1995
<CASH> 93,321
<SECURITIES> 122,560
<RECEIVABLES> 146,932
<ALLOWANCES> 0
<INVENTORY> 1,165,655
<CURRENT-ASSETS> 1,584,110
<PP&E> 1,567,569
<DEPRECIATION> 0
<TOTAL-ASSETS> 3,253,939
<CURRENT-LIABILITIES> 898,577
<BONDS> 0
<COMMON> 80,226
0
0
<OTHER-SE> 1,498,207
<TOTAL-LIABILITY-AND-EQUITY> 3,253,939
<SALES> 3,612,748
<TOTAL-REVENUES> 3,612,748
<CGS> 2,697,066
<TOTAL-COSTS> 2,697,066
<OTHER-EXPENSES> 671,678
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 18,259
<INCOME-PRETAX> 225,745
<INCOME-TAX> 81,812
<INCOME-CONTINUING> 143,933
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 143,933
<EPS-PRIMARY> .90
<EPS-DILUTED> .86
</TABLE>
