FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
Quarterly Report Pursuant To Section 13 or 15(d) of
the Securities Exchange Act of 1934
For Quarter Ended March 31, 1996. Commission File Number 1-5794
MASCO CORPORATION
(Exact name of Registrant as specified in its Charter)
Delaware 38-1794485
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
21001 Van Born Road, Taylor, Michigan 48180
(Address of principal executive offices) (Zip Code)
(313) 274-7400
(Telephone Number)
Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months and (2) has been subject to such filing requirements for
the past 90 days.
Yes X No
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practical date.
Shares Outstanding at
Class May 1, 1996
Common stock, par value $1 per share 160,439,000
<PAGE>
MASCO CORPORATION
INDEX
Page No.
Part I. Financial Information
Item 1. Financial Statements
Condensed Consolidated Balance Sheet -
March 31, 1996 and December 31, 1995 1
Condensed Consolidated Statement of
Income for the Three Months Ended
March 31, 1996 and 1995 2
Condensed Consolidated Statement of
Cash Flows for the Three Months Ended
March 31, 1996 and 1995 3
Notes to Condensed Consolidated
Financial Statements 4-7
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of
Operations 8-9
Unaudited Information Regarding Equity
Affiliates for the Three Months
Ended March 31, 1996 and 1995 10
Part II. Other Information and Signature 11
<PAGE>
MASCO CORPORATION
CONDENSED CONSOLIDATED BALANCE SHEET
March 31, 1996 and December 31, 1995
(Dollars in thousands)
March 31, December 31,
ASSETS 1996 1995
Current assets:
Cash and cash investments $ 45,690 $ 60,470
Accounts and notes receivable, net 489,740 439,900
Prepaid expenses and other 66,280 72,370
Inventories:
Raw material 176,650 171,670
Finished goods 121,040 130,070
Work in process 91,710 90,020
389,400 391,760
Total current assets 991,110 964,500
Equity investments in MascoTech, Inc. 209,860 202,380
Equity investments in other affiliates 63,620 62,570
Property and equipment, net 865,340 856,690
Excess of cost over acquired net assets 343,240 343,510
Other noncurrent assets 294,710 296,310
Net assets of discontinued operations 1,035,080 1,052,670
Total assets $3,802,960 $3,778,630
LIABILITIES
Current liabilities:
Notes payable $ 18,420 $ 25,690
Accounts payable 107,070 125,230
Accrued liabilities 295,450 294,930
Total current liabilities 420,940 445,850
Long-term debt 1,594,890 1,577,100
Deferred income taxes and other 102,960 100,250
Total liabilities 2,118,790 2,123,200
SHAREHOLDERS' EQUITY
Common stock, par value $1 per share
Authorized shares: 400,000,000 160,430 160,380
Preferred stock, par value $1 per share
Authorized shares: 1,000,000 --- ---
Paid-in capital 129,640 128,550
Retained earnings 1,397,010 1,366,330
Cumulative translation adjustments (2,910) 170
Total shareholders' equity 1,684,170 1,655,430
Total liabilities and
shareholders' equity $3,802,960 $3,778,630
See notes to condensed consolidated financial statements.
1
<PAGE>
MASCO CORPORATION
CONDENSED CONSOLIDATED STATEMENT OF INCOME
For the Three Months Ended March 31, 1996 and 1995
(Amounts in thousands except per share data)
Three Months Ended March 31
1996 1995
Net sales $764,000 $721,000
Cost of sales 480,330 438,830
Gross profit 283,670 282,170
Selling, general and administrative
expenses 172,140 160,310
Operating profit 111,530 121,860
Other (income) expense, net:
Interest expense 17,500 16,550
Equity earnings from MascoTech, Inc. (8,870) (3,770)
Other, net (3,900) (7,550)
4,730 5,230
Income from continuing operations
before income taxes 106,800 116,630
Income taxes 44,800 46,710
Income from continuing operations 62,000 69,920
Income from operations of discontinued
segment (net of $2,990 of income taxes
in 1995) --- 4,480
Net income $ 62,000 $ 74,400
Earnings per share:
Continuing operations $.39 $.44
Discontinued operations -- .03
Earnings per share $.39 $.47
Cash dividends declared and paid per share $.19 $.18
Average shares outstanding 160,400 158,400
See notes to condensed consolidated financial statements.
2
<PAGE>
MASCO CORPORATION
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
For the Three Months Ended March 31, 1996 and 1995
(Dollars in thousands)
Three Months Ended
March 31
1996 1995
CASH FLOWS FROM (FOR) OPERATING ACTIVITIES:
Cash provided by continuing operations $ 80,230 $ 73,810
(Increase) in receivables (49,840) (83,870)
(Increase) decrease in inventories 2,980 (22,690)
Decrease in prepaid expenses 6,090 8,460
Increase (decrease) in current liabilities (18,500) 590
Total cash from (for) operating activities
of continuing operations 20,960 (23,700)
CASH FLOWS FROM (FOR) INVESTING ACTIVITIES:
Capital expenditures (25,200) (43,740)
Proceeds from sale of Formica investment --- 73,770
Other, net (7,230) 17,540
Total cash from (for) investing activities
of continuing operations (32,430) 47,570
Discontinued operations, net 17,590 (11,010)
Total cash from (for) investing activities (14,840) 36,560
CASH FLOWS FROM (FOR) FINANCING ACTIVITIES:
Increase in debt 53,610 83,360
Payment of debt (44,050) (72,310)
Cash dividends paid (30,460) (28,280)
Total cash (for) financing activities
of continuing operations (20,900) (17,230)
CASH AND CASH INVESTMENTS:
Decrease for the quarter (14,780) (4,370)
At January 1 60,470 36,530
At March 31 $ 45,690 $ 32,160
See notes to condensed consolidated financial statements.
3
<PAGE>
MASCO CORPORATION
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
A. In the opinion of the Company, the accompanying unaudited condensed
consolidated financial statements contain all adjustments, of a normal
recurring nature, necessary to present fairly its financial position as at
March 31, 1996 and the results of operations and changes in cash flows for
the three months ended March 31, 1996 and 1995. The statements of income
and cash flows and related notes for the three months ended March 31, 1995
have been reclassified to present the Company's home furnishings products
segment as discontinued operations. In addition, the condensed
consolidated balance sheet as of March 31, 1996 and December 31, 1995
reflects the home furnishings products segment as discontinued operations.
The condensed consolidated balance sheet at December 31, 1995 was derived
from audited financial statements, but does not include all disclosures
required by generally accepted accounting principles. Earnings per share
are calculated based on the weighted average common shares outstanding.
B. On April 1, 1996, the Company entered into an agreement for the sale of its
home furnishings products businesses to Furnishings International, Inc. The
Company classified its home furnishings products segment as discontinued
operations in late November 1995. Furnishings International's investors
currently include 399 Venture Partners (a subsidiary of Citibank), certain
members of Furnishings International's management, the Company and other
institutional investors.
The value of this transaction to the Company is in excess of $1 billion
with approximately $760 million of the purchase price in cash. The balance
will consist of subordinated debt, preferred stock and 15 percent of the
common equity of Furnishings International. In addition, the Company will
receive certain transferable rights to acquire additional equity in
Furnishings International. The transaction is expected to be completed
within 90 days and is subject to certain closing conditions.
The Company's discontinued home furnishings products segment had net income
of approximately $8 million for the quarter ended March 31, 1996
(considered in determining the $650 million loss reserve established in
1995).
C. Other (income) expense, net consists of the following, in thousands:
Three Months Ended
March 31
1996 1995
Interest expense $17,500 $16,550
Equity earnings from MascoTech, Inc. (8,870) (3,770)
Equity earnings, other (2,020) (2,260)
Interest income and gains from
marketable securities and
cash investments (3,710) (2,180)
Other, net 1,830 (3,110)
$ 4,730 $ 5,230
Interest expense is presented net of interest expense allocated to
discontinued operations of $10.9 million and $11.9 million for the quarters
ended March 31, 1996 and 1995, respectively.
Included in 1996 equity earnings from MascoTech is approximately $5 million
of income related to a MascoTech accounting change.
4
<PAGE>
MASCO CORPORATION
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)
Note C - Concluded:
Included in other, net for the three months ended March 31, 1995, was a
$15.9 million gain from the sale of the Company's investment in Formica
Corporation; this gain was largely offset by charges for product line
disposals.
D. The following presents the combined unaudited financial statements of the
Company, MascoTech, Inc. and TriMas Corporation as one entity, with Masco
Corporation as the parent company. The statements of income and cash flows
for the three months ended March 31, 1995 have been reclassified to present
the Company's home furnishings products segment as discontinued operations.
In addition, the balance sheet as of March 31, 1996 and December 31, 1995
reflects the home furnishings products segment as discontinued operations.
Intercompany transactions have been eliminated. Amounts, except per share
data, are in thousands.
Combined Balance Sheet
March 31, December 31,
Assets 1996 1995
Current assets:
Cash and cash investments $ 131,130 $ 169,240
Marketable securities 4,120 4,120
Accounts and notes receivable, net 801,670 727,300
Prepaid expenses 43,220 52,160
Deferred income taxes 94,460 95,650
Net current assets of businesses held
for disposition 24,850 62,410
Inventories:
Raw material 244,160 230,290
Finished goods 190,030 198,680
Work in process 145,100 142,700
579,290 571,670
Total current assets 1,678,740 1,682,550
Equity investments in affiliates 198,630 199,330
Property and equipment, net 1,507,640 1,496,840
Excess of cost over acquired net assets 619,810 618,190
Net non-current assets of businesses
held for disposition 21,290 104,510
Net assets of discontinued operations 1,035,080 1,052,670
Other assets 388,170 390,300
Total assets $5,449,360 $5,544,390
Liabilities and Shareholders' Equity
Current liabilities:
Notes payable $ 23,780 $ 31,050
Accounts payable 225,320 249,330
Accrued liabilities 421,990 406,570
Total current liabilities 671,090 686,950
Long-term debt 2,339,720 2,466,210
Deferred income taxes and other 278,150 271,030
Other interests in combined affiliates 476,230 464,770
Equity of shareholders of Masco Corporation 1,684,170 1,655,430
Total liabilities and shareholders' equity $5,449,360 $5,544,390
5
<PAGE>
MASCO CORPORATION
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)
Note D - Continued:
Three Months Ended
March 31
Combined Statement of Income 1996 1995
Net sales $1,279,790 $1,305,760
Costs and expenses, net:
Cost of sales 887,220 899,530
Selling, general and administrative expenses 232,660 229,830
Charge on disposition of businesses, net 2,000 1,500
Other (income) expense, net:
Interest expense 28,120 34,980
Other income, net (9,060) (12,350)
19,060 22,630
1,140,940 1,153,490
Income from continuing operations before
income taxes and other interests 138,850 152,270
Income taxes 58,670 66,180
Other interests in combined affiliates 21,260 16,170
Income from continuing operations 58,920 69,920
Income from operations of discontinued
segment (net of income taxes) --- 4,480
Cumulative effect of an accounting change, net 3,080 ---
Net income $ 62,000 $ 74,400
Earnings per share:
Continuing operations $.37 $.44
Discontinued segment -- .03
Cumulative effect of an accounting change .02 --
Earnings per share $.39 $.47
Cash dividends declared and paid per share $.19 $.18
Average shares outstanding 160,400 158,400
6
<PAGE>
MASCO CORPORATION
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (concluded)
Note D - Concluded:
Three Months Ended
March 31
Combined Statement of Cash Flows 1996 1995
Cash Flows From (For) Operating Activities:
Cash provided by continuing operations $ 102,850 $ 101,910
(Increase) in receivables (78,050) (116,250)
(Increase) in inventories (5,370) (20,960)
Decrease in marketable securities, net --- 30,840
Decrease in prepaid expenses 9,130 5,320
Decrease in current liabilities (11,640) (560)
Total cash from operating activities 16,920 300
Cash Flows From (For) Investing Activities:
Capital expenditures (43,050) (67,820)
Proceeds from sale of Formica investment --- 73,770
Proceeds from sale of subsidiaries 129,180 28,880
Acquisitions, net of cash acquired (4,470) (21,190)
Discontinued operations, net 17,590 (11,010)
Net assets held for disposition (760) (5,020)
Other, net 17,870 46,120
Total cash from investing activities 116,360 43,730
Cash Flows From (For) Financing Activities:
Increase in debt 54,330 257,110
Payment of debt (190,040) (313,820)
Cash dividends paid (35,680) (33,460)
Total cash (for) financing activities (171,390) (90,170)
Cash and Cash Investments:
Decrease for the period (38,110) (46,140)
At January 1 169,240 206,150
At March 31 $ 131,130 $ 160,010
7
<PAGE>
MASCO CORPORATION
Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
FIRST QUARTER 1996 VERSUS FIRST QUARTER 1995
Net sales from continuing operations for the three months ended March 31,
1996 increased 6 percent to $764 million from $721 million in the comparable
period in 1995. After adjusting for a 1995 acquisition and divestitures of two
small operations, net sales increased 3 percent.
The Company's operating profit margins from continuing operations declined
in the first quarter of 1996 as compared with the first quarter of 1995. Cost
of sales as a percentage of sales increased to 62.9 percent for the first
quarter of 1996 from 60.9 percent for the comparable period in 1995. This
increase primarily reflects the influence of a higher percentage of lower margin
sales to total sales, as well as under-utilization of plant capacity. Selling,
general and administrative expenses as a percentage of sales for the three
months ended March 31, 1996 increased modestly to 22.5 percent from 22.2 percent
in the comparable period in 1995.
Included in other (income) expense, net from continuing operations for the
three months ended March 31, 1996 are equity earnings from MascoTech, Inc. of
$8.9 million, which include the Company's approximate $5 million equity share of
MascoTech's non-recurring income, resulting from the cumulative effect of the
adoption of a new accounting rule relating to the accounting for assets held for
sale; equity earnings from MascoTech were $3.8 million in the comparable period
in 1995. Included in other (income) expense, net for the three months ended
March 31, 1995, was a $15.9 million gain from the sale of the Company's
investment in Formica Corporation; this gain was largely offset by charges for
product line disposals.
Net income from continuing operations for the first quarter of 1996
decreased 11 percent to $62.0 million from $69.9 million in the comparable
period in 1995, and net income from continuing operations per share also
decreased 11 percent to $.39 from $.44. The Company experienced reduced
operating results from its European operations; also, the Company's effective
tax rate increased to 42 percent for the first quarter of 1996 from 40 percent
for the comparable period in 1995 primarily as a result of higher taxes on
foreign earnings.
In addition to the above, earnings in the 1996 first quarter were
comparatively lower than the previous year due to a particularly strong first
quarter in 1995; relatively modest current growth in consumer spending and home
improvement markets continues to adversely affect the Company's sales growth and
profit margins.
On April 1, 1996, the Company entered into an agreement for the sale of its
home furnishings products businesses to Furnishings International, Inc. The
Company classified its home furnishings products segment as discontinued
operations in late November 1995. Furnishings International's investors
currently include 399 Venture Partners (a subsidiary of Citibank), certain
members of Furnishings International's management, the Company and other
institutional investors.
The value of this transaction to the Company is in excess of $1 billion
with approximately $760 million of the purchase price in cash. The balance will
consist of subordinated debt, preferred stock and 15 percent of the common
equity of Furnishings International. In addition, the Company will receive
certain transferable rights to acquire additional equity in Furnishings
International.
8
<PAGE>
MASCO CORPORATION
Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
FIRST QUARTER 1996 VERSUS FIRST QUARTER 1995 (concluded)
The transaction is expected to be completed within 90 days and is subject
to certain closing conditions. The Company's President and Chief Operating
Officer will join Furnishings International as its full-time Chairman, President
and Chief Executive Officer and will leave the Company upon completion of the
transaction.
The Company intends to use $550 million of the anticipated proceeds from
the sale of the home furnishings products businesses to reduce debt. The
balance of the proceeds will eventually be reinvested in the future growth of
the Company.
In April 1996 the Company's equity affiliate MascoTech, Inc. announced the
signing of a letter of intent for the sale of one of its subsidiaries. This
letter of intent is subject to the execution of a definitive agreement,
regulatory approval and approval by the Boards of Directors of both MascoTech
and the buyer. MascoTech anticipates that this sale, if consummated, would
result in a non-cash after-tax charge of approximately $30 million in the second
quarter of 1996. If the sale is consummated, the Company would be required to
record a non-cash after-tax charge of approximately $8 million as its equity
share of this charge.
At March 31, 1996 current assets were 2.4 times current liabilities, from
continuing operations. First quarter 1996 cash from operations was affected by
an expected and recurring first quarter increase in accounts receivable. As the
annual increase in accounts receivable is historically experienced in the first
quarter, cash from operations in the remaining three quarters of 1996 should not
be affected by significant increases in accounts receivable. The Company
believes that its cash from operations and, to the extent necessary, future
financial market activities and bank borrowings, are sufficient to fund its
working capital and other investment needs.
The Company has on file with the Securities and Exchange Commission, an
unallocated shelf registration pursuant to which the Company is able to issue up
to a combined $759 million of debt and equity securities.
9
<PAGE>
UNAUDITED INFORMATION REGARDING EQUITY AFFILIATES
FOR THE THREE MONTHS ENDED MARCH 31, 1996 AND 1995
Equity investments in affiliates consist primarily of the following
approximate common stock and partnership interests at March 31:
1996 1995
MascoTech, Inc. 45% 41%
Hans Grohe, a German partnership 27% 27%
TriMas Corporation 5% 5%
The Company has an approximate 39 percent voting interest in MascoTech at
March 31, 1996, after including the voting interests of the preferred
stockholders of MascoTech.
The following presents the condensed financial data of MascoTech, Inc.
Amounts are in thousands.
Three Months Ended March 31
1996 1995
Sales - Net $373,920 $445,010
Gross Profit $ 61,440 $ 76,460
Net Income (After Preferred
Stock Dividends) $ 19,200 $ 10,220
10
<PAGE>
PART II. OTHER INFORMATION
MASCO CORPORATION
Items 1 through 5 are not applicable.
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits:
11 - Computation of Earnings Per Share
12 - Computation of Ratio of Earnings to Fixed Charges
27 - Financial Data Schedule
(b) Reports on Form 8-K:
Report on Form 8-K dated January 4, 1996 reporting under Item 5
the issuance of a press release relating to the termination of
Morgan Stanley Capital Partners' participation in the purchase
of the Company's Home Furnishings Group.
Report on Form 8-K dated April 1, 1996 reporting under Item 5
the issuance of a press release relating to the agreement to
sell the Company's Home Furnishings Group to Furnishings
International, Inc. and the Company's first quarter 1996
results.
SIGNATURE
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.
MASCO CORPORATION
(Registrant)
Date: May 15, 1996 By: /s/Richard G. Mosteller
Richard G. Mosteller
Senior Vice-President - Finance
(Chief Financial officer
and authorized signatory)
11
<PAGE>
MASCO CORPORATION
EXHIBIT INDEX
Exhibit
Exhibit 11 Computation of Earnings Per Share
Exhibit 12 Computation of Ratio of Earnings to Fixed Charges
Exhibit 27 Financial Data Schedule
Exhibit 11
MASCO CORPORATION AND CONSOLIDATED SUBSIDIARIES
COMPUTATION OF EARNINGS PER SHARE
Primary and Fully Diluted Earnings Per Share
For the Three Months Ended March 31, 1996 and 1995
(Amounts in thousands except per share amounts)
Three Months Ended
March 31
1996 1995
Shares for computation of primary and fully diluted
earnings per share:
Weighted average number of shares outstanding 160,400 158,400
Common stock equivalents:
Shares issuable assuming conversion of debentures 4,200 4,200
Stock options 790 700
Total shares for primary and fully diluted
earnings per share computation 165,390 163,300
Income from continuing operations $62,000 $69,920
Add back of debenture interest, net 1,500 1,500
Adjusted earnings from continuing operations 63,500 71,420
Income from operations of discontinued segment --- 4,480
Earnings attributable to common stock $63,500 $75,900
Primary and fully diluted earnings per share:
Continuing operations $.38 $.44
Discontinued operations -- .03
Primary and fully diluted earnings per share $.38 $.47
Earnings per share as reported $.39 $.47
This calculation is submitted in accordance with Regulation S-K Item
601(b)(11), although not required by APB Opinion No. 15, inasmuch as dilution
for either period was less than 3 percent.
Exhibit 12
MASCO CORPORATION AND CONSOLIDATED SUBSIDIARIES
Computation of Ratio of Earnings to Fixed Charges
<TABLE>
<CAPTION>
(Thousands of Dollars)
Three
Months
Ended
March 31, Year Ended December 31,
1996 1995 1994 1993 1992 1991
<S> <C> <C> <C> <C> <C> <C>
Earnings Before Income Taxes
And Fixed Charges:
Income from continuing
operations before income
taxes $106,800 $351,790 $292,830 $349,190 $296,020 $125,140
Deduct/add equity in
undistributed (earnings)
losses of fifty-percent-
or-less-owned companies (8,850) (17,770) 106,200 (13,750) (13,210) 38,150
Add interest on indebtedness,
net 17,420 73,400 60,360 62,860 57,190 71,640
Add amortization of debt
expense 420 1,930 2,220 2,650 2,710 1,630
Add one-third of rentals 1,370 4,970 4,220 3,190 3,290 3,490
Earnings from continuing
operations before income
taxes and fixed charges $117,160 $414,320 $465,830 $404,140 $346,000 $240,050
Fixed charges:
Interest on indebtedness $ 18,130 $ 76,460 $ 63,220 $ 63,600 $ 69,890 $ 72,850
Amortization of debt expense 420 1,930 2,220 2,650 2,710 1,630
One-third of rentals 1,370 4,970 4,220 3,190 3,290 3,490
$ 19,920 $ 83,360 $ 69,660 $ 69,440 $ 75,890 $ 77,970
Ratio of earnings to fixed
charges 5.9 5.0 6.7 5.8 4.6 3.1
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM MASCO
CORPORATION'S MARCH 31, 1996 FORM 10-Q AND IS QUALIFIED IN ITS ENTIRETY BY
REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C> <C>
<PERIOD-TYPE> 3-MOS 3-MOS
<FISCAL-YEAR-END> MAR-31-1996 MAR-31-1995
<PERIOD-START> JAN-1-1996 JAN-1-1995
<PERIOD-END> MAR-31-1996 MAR-31-1995
<CASH> 45,690 32,160
<SECURITIES> 0 0
<RECEIVABLES> 489,740<F1> 453,070<F1>
<ALLOWANCES> 0 0
<INVENTORY> 389,400 392,700
<CURRENT-ASSETS> 991,110 932,600
<PP&E> 865,340<F1> 786,990<F1>
<DEPRECIATION> 0 0
<TOTAL-ASSETS> 3,802,960 4,295,200
<CURRENT-LIABILITIES> 420,940 443,880
<BONDS> 1,594,890 1,566,400
0 0
0 0
<COMMON> 160,430 158,750
<OTHER-SE> 1,523,740 2,061,970
<TOTAL-LIABILITY-AND-EQUITY> 3,802,960 4,295,200
<SALES> 764,000 721,000
<TOTAL-REVENUES> 764,000 721,000
<CGS> 480,330 438,830
<TOTAL-COSTS> 480,330 438,830
<OTHER-EXPENSES> 0 0
<LOSS-PROVISION> 0 0
<INTEREST-EXPENSE> 17,500 16,550
<INCOME-PRETAX> 106,800 116,630
<INCOME-TAX> 44,800 46,710
<INCOME-CONTINUING> 62,000 69,920
<DISCONTINUED> 0 4,480
<EXTRAORDINARY> 0 0
<CHANGES> 0 0
<NET-INCOME> 62,000 74,400
<EPS-PRIMARY> .39 .47
<EPS-DILUTED> .39 .47
<FN>
<F1>Receivables and property and equipment are presented net of allowances for
doubtful accounts and accumulated depreciation and amortization, respectively.
</FN>
</TABLE>
