- --------------------------------------------------------------------------------
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
--------------------------------------------------------------
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 1997
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
OR THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from to
Commission file number 1-9114
MYLAN LABORATORIES INC.
(Exact Name of registrant as specified in its charter)
Pennsylvania 25-1211621
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
130 Seventh Street
1030 Century Building
Pittsburgh, Pennsylvania 15222
(Address of principal executive offices) (Zip Code)
412-232-0100
(Registrant's telephone number, including area code)
Not Applicable
(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 twelve 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
Outstanding at
Class of Common Stock November 6, 1997
$.50 par value 122,111,884
- --------------------------------------------------------------------------------
<PAGE>
MYLAN LABORATORIES INC. AND SUBSIDIARIES
INDEX
Page
Number
PART I. FINANCIAL INFORMATION
ITEM 1: Financial Statements
Consolidated Balance Sheets - September 30, 1997
and March 31, 1997 2A and 2B
Consolidated Statements of Earnings - Three and Six
Months Ended September 30, 1997 and 1996 3
Consolidated Statements of Cash Flows - Six
Months Ended September 30, 1997 and 1996 4
Notes to Consolidated Financial Statements -
Six Month Period Ended September 30, 1997 5 through 7
ITEM 2: Management's Discussion and Analysis of
Financial Condition and Results of
Operations 8 and 9
PART II. OTHER INFORMATION 10
<PAGE>
MYLAN LABORATORIES INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
ASSETS
September 30, March 31,
1997 1997
Unaudited Audited
--------- ---------
Current Assets:
Cash and cash equivalents $ 93,062,000 $126,156,000
Marketable securities 18,774,000 13,876,000
Accounts receivable - net 117,535,000 115,303,000
Inventories:
Raw materials 67,681,000 51,796,000
Work in process 20,471,000 20,843,000
Finished goods 44,306,000 28,251,000
------------ ------------
132,458,000 100,890,000
Prepaid and refundable income tax 4,887,000 -
Deferred income tax benefit 6,861,000 13,532,000
Other current assets 34,784,000 9,263,000
------------ ------------
Total Current Assets 408,361,000 379,020,000
Property, Plant and Equipment - at cost 208,662,000 197,466,000
Less accumulated depreciation 67,972,000 61,637,000
------------ ------------
140,690,000 135,829,000
Deferred Income Tax Benefit 2,068,000 -
Marketable Securities, non-current 22,019,000 23,668,000
Investment in and Advances to Somerset 26,716,000 25,113,000
Intangible Assets-net of accumulated amortization 132,934,000 137,062,000
Other Assets 82,971,000 76,888,000
------------ ------------
Total Assets $815,759,000 $777,580,000
============ ============
See Notes to Consolidated Financial Statements
-2A-
<PAGE>
LIABILITIES AND SHAREH0LDERS' EQUITY
September 30, March 31,
1997 1997
Unaudited Audited
--------- --------
Current Liabilities:
Trade accounts payable $ 17,222,000 $ 18,039,000
Current portion of long-term obligations 18,768,000 17,453,000
Income taxes payable 15,820,000 13,795,000
Other current liabilities 27,406,000 24,566,000
Cash dividends payable 4,894,000 4,893,000
------------ ------------
Total Current Liabilities 84,110,000 78,746,000
Long-Term Obligations 32,175,000 32,593,000
Deferred Income Tax Liability - 6,501,000
Shareholders' Equity:
Preferred stock, par value $.50 per
share, authorized 5,000,000 shares,
issued and outstanding - none - -
Common stock, par value $.50 per share,
authorized 300,000,000 shares, issued
122,933,112 shares at September 30,
1997 and 122,814,956 shares at
March 31, 1997 61,467,000 61,407,000
Additional paid-in capital 90,528,000 89,262,000
Retained earnings 550,973,000 513,750,000
Net unrealized gain (loss) on investments 1,769,000 (947,000)
------------
704,737,000 663,472,000
Less Treasury stock - at cost, 849,113
shares at September 30, 1997 and
752,950 shares at March 31, 1997 5,263,000 3,732,000
------------ ------------
Net Worth 699,474,000 659,740,000
------------ ------------
Total Liabilities and Shareholders' Equity $815,759,000 $777,580,000
============ ============
See Notes to Consolidated Financial Statements
-2B-
<PAGE>
<TABLE>
<S> <C> <C> <C> <C>
MYLAN LABORATORIES INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF EARNINGS
UNAUDITED
Three Months Ended September 30, Six Months Ended September 30,
------------------------------- ------------------------------
1997 1996 1997 1996
---- ---- ---- ----
REVENUES:
Net Sales $ 127,133,000 $ 108,981,000 $ 236,321,000 $ 207,524,000
Other Revenues 26,822,000 - 26,822,000 -
------------- ------------- ------------- -------
TOTAL REVENUES 153,955,000 108,981,000 263,143,000 207,524,000
COST AND EXPENSES:
Cost of Sales 71,201,000 63,836,000 132,580,000 119,615,000
Research and Development 12,124,000 10,255,000 23,815,000 20,786,000
Selling and Administrative 31,482,000 19,465,000 51,221,000 40,716,000
------------- ------------- ------------- --------------
114,808,000 93,556,000 207,617,000 181,117,000
114,807,000 93,556,000 207,616,000 181,117,000
EQUITY IN EARNINGS OF SOMERSET 2,456,000 5,002,000 6,592,000 10,045,000
OTHER INCOME 4,437,000 3,769,000 6,263,000 7,761,000
------------- ------------- ------------- --------------
EARNINGS BEFORE INCOME TAXES 46,041,000 24,196,000 68,382,000 44,213,000
INCOME TAX RATE 34% 28% 31% 29%
INCOME TAXES 15,650,000 6,848,000 21,393,000 12,854,000
------------- ------------- ------------- --------------
NET EARNINGS $ 30,391,000 $ 17,348,000 $ 46,989,000 $ 31,359,000
============= ============= ============= ==============
EARNINGS PER SHARE $ .25 $ .14 $ .39 $ .26
============= ============= ============= ==============
WEIGHTED AVERAGE COMMON SHARES 122,029,000 121,892,000 122,047,000 121,880,000
============= ============= ============= ==============
The Company has paid regular quarterly cash dividends of $.04 per share since
October 1995.
See Notes to Consolidated Financial Statements
-3-
</TABLE>
<PAGE>
<TABLE>
MYLAN LABORATORIES INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE SIX MONTHS ENDED SEPTEMBER 30, 1997 AND 1996
UNAUDITED
<S> <C> <C>
1997 1996
---- ----
CASH FLOWS FROM OPERATING ACTIVITIES
Net Earnings $ 46,989,000 $ 31,359,000
Adjustments to reconcile net earnings to net
cash (used in) provided from operating activities: 8,876,000
Depreciation and amortization 10,529,000 2,553,000
Deferred income taxes (1,108,000) (10,045,000)
Equity in earnings of Somerset (6,592,000) 7,390,000
Cash received from Somerset 4,989,000 (2,053,000)
Allowances on accounts receivable 5,500,000 (1,349,000)
Other non-cash items 866,000
Changes in operating assets and liabilities: (13,503,000)
Accounts receivable (7,982,000) 80,000
Inventories (31,555,000) (1,683,000)
Trade accounts payable (817,000) (2,327,000)
Income taxes payable (5,115,000) 6,800,000
----------
Other operating assets and liabilities (22,682,000) 26,098,000
-----------
Net cash (used in) provided from operating activities (6,978,000)
CASH FLOWS FROM INVESTING ACTIVITIES
Additions to property, plant and equipment (11,196,000) (14,223,000)
Increase in intangible and other assets (4,465,000) (27,949,000)
Proceeds from investment securities 7,706,000 12,848,000
Purchase of investment securities (6,776,000) (14,318,000)
------------ -----------
Net cash used in investing activities (14,731,000) (43,642,000)
CASH FLOWS FROM FINANCING ACTIVITIES
Payments on long-term obligations (1,416,000) (1,415,000)
Cash dividends paid (9,764,000) (9,742,000)
Repurchase of Common Stock (1,507,000) -
Proceeds from exercise of stock options 1,302,000 700,000
------------ ------------
Net cash used in financing activities (11,385,000) (10,457,000)
------------ ------------
Net Decrease in Cash and Cash Equivalents (33,094,000) (28,001,000)
Cash and Cash Equivalents - Beginning of Period 126,156,000 176,980,000
------------- ------------
Cash and Cash Equivalents - Beginning of Period 126,156,000 176,980,000
------------ ------------
Cash and Cash Equivalents - End of Period $ 93,062,000 $148,979,000
============ ============
CASH PAID DURING THE PERIOD FOR:
Interest $ 350,000 $ 425,000
Income Taxes $ 27,640,000 $ 12,627,000
See Notes to Consolidated Financial Statements
-4-
</TABLE>
<PAGE>
MYLAN LABORATORIES INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
SIX MONTH PERIOD ENDED
SEPTEMBER 30, 1997
Unaudited
A. In the opinion of management, the accompanying unaudited consolidated
financial statements contain all adjustments (consisting of only normal
recurring accruals) necessary to present fairly the financial position of
the Company as of September 30, 1997 and March 31, 1997 together with the
results of operations and cash flows for the interim periods ended
September 30, 1997 and 1996. The consolidated results of operations for
the three and six months ended September 30, 1997 and 1996 are not
necessarily indicative of the results to be expected for the full year.
B. These interim financial statements should be read in conjunction with the
consolidated financial statements and notes thereto in the Company's 1997
Annual Report and Report on Form 10-K.
C. In June 1997, the Company's subsidiary Mylan Pharmaceuticals Inc.("Mylan")
entered into an exclusive supply and distribution agreement with Genpharm
Inc. ("Genpharm"), a Canadian corporation, relating to the sale of
ranitidine HCL tablets ("ranitidine") in the United States. Ranitidine is
the generic version of Glaxo's Zantac(R).
Under the terms of the agreement Mylan and Genpharm will share in the
combined profits resulting from the sale, by Mylan, of ranitidine tablets
manufactured by either Mylan or Genpharm. In addition, the agreement
provides that Mylan shall be entitled to share in any benefit received by
Genpharm as a result of Genpharm entering into any ageement with any third
party, which would affect either the marketing of ranitidine or Genpharm's
ability to supply product to Mylan.
As announced by the Company on July 24, 1997, after a series of court
decisions, Genpharm received notice from the FDA on July 23, 1997 that
Genpharm was entitled to generic marketing exclusivity with regard to
ranitidine tablets through August 29, 1997. While Glaxo's initial patent
exclusivity relating to the product expired on July 25, 1997, neither
Genpharm nor Mylan had resolved their respective legal matters with Glaxo
and accordingly both were prohibited from marketing their respective
products.
On July 31, 1997, Genpharm entered into an agreement with Novopharm Limited
a Canadian Corporation, and its United States subsidiary Granutec Inc.
("Novopharm"),whereby Genpharm agreed to waive its generic marketing
exclusivity period in favor of Novopharm. Novopharm had previously settled
its patent issues with Glaxo. Based on the agreement between Genpharm and
Novopharm, the FDA, on August 1, 1997, approved the Novopharm generic
ranitidine product for sale in the United States. Upon notice of approval
from the FDA, Novopharm immediately began marketing the product in the
United States.
-5-
<PAGE>
MYLAN LABORATORIES INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
SIX MONTH PERIOD ENDED
SEPTEMBER 30, 1997
Unaudited
C. (con't) Under the terms of the agreement between Genpharm and Novopharm,
Genpharm is entitled to receive compensation from Novopharm predicated
upon Novopharm's sales of the product through December 31, 1997 and a
profit allocation factor which is significantly reduced after the
exclusivity period. Under the terms of the agreement between Mylan and
Genpharm, Mylan is entitled to share in the compensation received by
Genpharm from Novopharm.
During the quarter ended September 30, 1997, the Company recognized income
of $26,822,000 recorded under the caption "Other Revenue" with a
corresponding receivable reported under the caption "Other current
assets". This amount represents the Company's best estimate, based on
information provided by both Genpharm and Novopharm, of the Company's
revenue for the respective period resulting from Genpharm's agreement with
Novopharm. The amount of revenue to be recognized by the Company in future
quarters will be affected by a final accounting of the net sales and
expenses incurred by Novopharm during the contract period. The revenue
recognized by the Company increased net earnings for the quarter by
approximately $16,388,000 or $.13 per share.
Subsequent to Genpharm's agreement with Novopharm, Genpharm resolved its
patent-related issues with Glaxo. Accordingly, on September 1, 1997 Mylan
began marketing ranitidine manufactured by Genpharm under the terms of the
distribution agreement between Mylan and Genpharm. Sales of ranitidine by
the Company are included under the caption "Net Sales". Promotional and
marketing costs associated with the launch of the product are included
under the caption "Selling and Administrative" (see note D). Genpharms's
portion of the combined profits resulting from the sale of ranitidine by
Mylan, as determined in accordance with the distribution agreement, are
included under the caption "Cost of Sales".
D. During the quarter ended September 30, 1997, the Company incurred
significant costs associated with the launch of new generic products
including ranitidine. The most significant cost incurred was for stocking
fees paid or credited to customers to assist the customers in their
conversion and promotion of the new generic products, primarily
ranitidine. A total of $9,533,000 of unusual promotional and marketing
costs associated with the launch of new generic products was expensed
during the quarter. This unusual expense reduced net earnings for the
quarter by approximately $6,930,000 or $.06 per share.
E. In August 1997, Key Pharmaceuticals, Inc. filed suit in the United States
District Court for the Western District of Pennsylvania against the
Company and certain subsidiaries claiming patent infringement relating to
the marketing of its nitriglycerin transdermal system. The Company
received FDA approval for its nitriglycerin transdermal system in
September 1996 and immediately began marketing the product.
-6-
<PAGE>
MYLAN LABORATORIES INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
SIX MONTH PERIOD ENDED
SEPTEMBER 30, 1997
Unaudited
E. (con't) The relief sought includes a preliminary and permanent injunction,
treble damages along with interest and attorneys' fees and expenses. The
Company believes the suit is without merit and intends to vigorously
defend its position.
A suit was filed by Synthecon, Inc in Harris County Circuit Court, Harris
County, Texas against the Company relating to a license agreement entered
into by VivoRx Inc. and the National Aeronautics and Space Administration.
VivoRx Inc. is a biotechnology company in which the Company had made an
investment. The suit seeks unspecified damages for allegedly depriving
Sythecon of its rights under the license. The Company believes this suit
is without merit and intends to vigorously defend its position.
On November 4, 1997 the Company entered into a settlement agreement
related to an arbitration award against its Bertek Inc. subsidiary. The
Company had accrued expense for this settlement in previous quarters.
F. Equity in Earnings of Somerset includes the Company's 50% portion of the
net earnings of Somerset Pharmaceuticals Inc. ("Somerset"), certain
management fees and amortization of intangible assets resulting from the
acquisition of Somerset. Such intangible assets are being amortized over a
15 year period using the straight line method.
Condensed unaudited financial information of Somerset for the three and
six month periods ended September 30, 1997 and 1996 are as follows (in
thousands):
Three Months Ended Six Months Ended
September 30, September 30,
1997 1996 1997 1996
---- ---- ---- ----
Net Sales $15,110 $26,224 $32,383 $56,367
Costs and Expenses (8,007) (11,733) (13,254) (28,028)
Income Taxes (2,485) (5,337) (6,640) (10,144)
------- ------- ------- -------
Net Earnings $ 4,618 $ 9,154 $12,489 $18,195
======= ======= ======= =======
The above information represents 100% of Somerset's operations of which
the Company has a 50% interest. Somerset's marketing exclusivity for
Eldepryl(R) under the Orphan Drug Act expired on June 6, 1996, Somerset
has experienced increased competition since August 1996, due to the
approval of several generic tablet forms of Eldepryl(R) by the FDA. This
has resulted in the decrease in sales and net earnings from 1996 to 1997.
-7-
<PAGE>
PART 1 - FINANCIAL INFORMATION
ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Results of Operations
Net earnings for the three months ended September 30, 1997 were
$30,391,000 representing a 75% increase over the same quarter a year ago and for
the six months then ended were $46,989,000 representing a 50% increase over the
same period a year ago. Net earnings for the three and six month periods ended
September 30, 1997 includes approximately $.13 per share relating to revenue
recognized by the Company as a result of the sale of generic ranitidine by an
unrelated party during the quarter (see note C) and was reduced by approximately
$.06 per share as a result of unusual promotional expense associated with the
launch of new generic products by the Company including the launch of generic
ranitidine by the Company in September (see note D).
In addition to the unusual items identified above, net earnings for both
the three and six month periods ended September 30, 1997 were favorably impacted
by the addition of 14 products to the Company's generic product line since
September 30, 1996 including six products added during the quarter ended June
30, 1997 and four products added during the quarter ended September 30, 1997.
The addition of new generic products and continued volume increases throughout
the generic product line have more than offset the price deterioration which
continues to plague the generic industry. Generic volume of almost 1.9 billion
tablets, capsules and patches for the quarter and 3.4 billion year to date,
represents 14% growth over the same periods a year ago.
As a result of the items identified in the previous paragraph, net sales
for the quarter increased by 17% from last year to $127,133,000 and gross profit
(net sales less cost of goods sold) as a percentage of net sales increased from
41% last year to 44% this year. For the six month period ended September 30,
1997 net sales increased by 14% from the same period from the prior year to
$236,321,000 and gross profit as a percentage of net sales increased from 42% to
44%.
Research and development expenses of $12,121,000 for the quarter are 18%
higher than the same quarter last year, and consistent with the steady quarterly
increase realized throughout the past year. Year to date expenses of $23,815,000
are 15% higher than last year. Based on the current status of the various
research projects in progress, including generic, innovative and transdermal
patch related projects, the Company expects quarterly expenditures for research
and development to increase to approximately $14,000,000 by the quarter ending
March 31, 1998.
-8-
<PAGE>
Selling and administrative expenses of $31,482,000 for the quarter ended
September 30, 1997 include $9,533,000 in promotional expenses associated with
the launch of new generic products during the quarter (see note D). Excluding
this unusual expense year to date selling and administrative expenses are 2%
higher than last year. With the addition of Maxzide(R) and Nitrek(TM), the
Company has begun to expand its branded sales initiative through its Bertek
Pharmaceuticals Inc. division resulting in higher selling and administrative
expenses. The Company intends to continue to expand this area in preparation for
the addition of new branded products.
Equity in Earnings of Somerset includes the Company's 50% portion of the
net earnings of Somerset, which are generated exclusively from the sale of
Eldepryl(R). In May of 1996, Somerset withdrew its tablet form of Eldepryl(R)
from the market and replaced it with an easy-to-identify Eldepryl(R) capsule.
Despite the withdrawal of the tablet form of the innovator product, in August
1996 the Food and Drug Administration approved several generic versions of
Eldepryl(R) in tablet form.
The impact of generic competition has and will continue to adversely
affect Somerset's contribution to the Company's net earnings. The reduction in
Somerset's revenues resulting from generic competition may also impact
Somerset's ability to continue research and development expenditures at
historical levels.
The effective tax rate for the quarter ended September 30, 1997 was
impacted by the Other Revenue recognized during the quarter which is subject to
the full Federal and State tax rates. Absent such income in future quarters, the
Company expects the effective tax rate to return to the 28% to 30% range
previously realized.
Liquidity, Capital Resources and Financial Condition
The Company's balance sheet remains very strong with working capital of
$324,251,000, total assets of $815,759,000 and total equity of $699,474,000. The
ratio of current assets to current liabilities was 4.9 to 1 as of September 30,
1997 compared to 4.8 to 1 at March 31, 1997.
Significant changes in balance sheet accounts between March 31, 1997 and
September 30, 1997 relate principally to the settlement of the Internal Revenue
Service audit during the period, increased inventory levels attributable to
continued higher demand for the Company's products, and the recording of a
receivable from Genpharm in "Other current assets" (see note C). These timing
items are mainly responsible for the significant change in cash flows from
operating activities between the current period and the same period a year ago.
The acquisition of Maxzide(R) in the prior period is primarily responsible
for the decrease in cash used in investing activities during the current period.
-9-
<PAGE>
PART II. OTHER INFORMATION
Item 1. Legal Proceedings
The information required by item 1 is hereby incorporated by reference to
notes E on pp. 6 and 7 on this Form 10-Q for the period ended September 30,
1997.
Item 4. Results of Sharelholder Elections
On July 24, 1997 the annual shareholders' meeting was held in Morgantown,
West Virginia. The adoption of the 1997 Incentive Stock Option Plan
proposal as further described in the Company's Proxy Statement dated May
31, 1997 was voted upon and approved by the shareholders at the meeting.
Of the 74,456,869 shareholder votes cast 88.2% voted for the Plan, 8.5%
voted against or withheld their vote and 3.3% abstain from voting.
In addition, the shareholders elected the seven directors nominated and
elected the independent auditors of the Company as described in the
Company's Proxy Statement.
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibit 27 required by Item 601(c) of Regulation S-X filed herewith.
(b) Reports on Form 8-K - There were no reports filed on Form 8-K
during the three months ended September 30, 1997.
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.
Mylan Laboratories Inc.
(Registrant)
DATE 11/10/97 /s/ Milan Puskar
- ------------------------ Milan Puskar
Chairman of the Board, Chief
Executive Officer and President
DATE 11/10/97 /s/ Donald C. Schilling
- ------------------------ Donald C. Schilling
Vice President of Finance
-10-
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
Financial Data Schedule
Mylan Laboratories Inc. and Subsidiaries
Article 5 of Regulation S-X
The schedule contains summary financial information extracted from
the Consolidated Balance Sheet at September 30, 1997 and the
Consolidated Statement of Earnings for the six months ended September
30, 1997 and is qualified in its entirety by reference to such
consolidated financial statements.
</LEGEND>
<CIK> 0000069499
<NAME> none
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> MAR-31-1998
<PERIOD-END> SEP-30-1997
<CASH> 93,062,000
<SECURITIES> 18,774,000
<RECEIVABLES> 137,666,000
<ALLOWANCES> 20,131,000
<INVENTORY> 132,458,000
<CURRENT-ASSETS> 408,361,000
<PP&E> 208,662,000
<DEPRECIATION> 67,972,000
<TOTAL-ASSETS> 815,759,000
<CURRENT-LIABILITIES> 84,110,000
<BONDS> 38,929,000
0
0
<COMMON> 61,467,000
<OTHER-SE> 638,007,000
<TOTAL-LIABILITY-AND-EQUITY> 815,759,000
<SALES> 236,321,000
<TOTAL-REVENUES> 263,143,000
<CGS> 132,580,000
<TOTAL-COSTS> 132,580,000
<OTHER-EXPENSES> 75,036,000
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 1,508,000
<INCOME-PRETAX> 68,382,000
<INCOME-TAX> 21,393,000
<INCOME-CONTINUING> 46,989,000
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 46,989,000
<EPS-PRIMARY> .39
<EPS-DILUTED> .39
</TABLE>