<PAGE> 1
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 Quarter Ended December 31, 1997
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 1-8529
LEGG MASON, INC.
(Exact name of registrant as specified in its charter)
MARYLAND 52-1200960
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
100 Light Street - Baltimore, MD 21203-1476
(Address of principal executive offices) (Zip code)
(410) 539-0000
(Registrant's telephone number, including area code)
Indicate by check mark whether the registrant (1) has filed all
reports required to be filed by Sections 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.
27,437,096 shares of Common Stock as of the close of business on
January 30, 1998
<PAGE> 2
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
LEGG MASON, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
(in thousands of dollars)
<TABLE>
<CAPTION>
December 31,1997 March 31,1997
(Unaudited)
<S> <C> <C>
ASSETS:
Cash and cash equivalents.............. $ 239,888 $ 150,976
Cash and securities segregated for
regulatory purposes................... 613,181 442,305
Resale agreements...................... 211,968 132,801
Receivable from customers.............. 755,088 527,456
Securities borrowed.................... 398,441 263,612
Securities owned, at market value...... 116,886 78,862
Investment securities, at market value. 70,042 66,983
Equipment and leasehold
improvements, net..................... 48,963 35,809
Intangible assets...................... 59,750 61,423
Other.................................. 105,005 118,741
---------- ----------
$2,619,212 $1,878,968
========== ==========
LIABILITIES AND STOCKHOLDERS' EQUITY:
Liabilities:
Payable to customers................... $1,419,837 $ 960,646
Payable to brokers and dealers......... 12,268 7,112
Securities loaned...................... 358,157 250,804
Short-term borrowings.................. 80,505 13,400
Securities sold, but not yet purchased,
at market value....................... 16,170 12,507
Accrued compensation................... 87,510 58,893
Other.................................. 70,932 57,396
Senior notes........................... 99,616 99,581
---------- ----------
2,144,995 1,460,339
---------- ----------
Stockholders' equity:
Common stock........................... 2,478 1,827
Additional paid-in capital............. 200,064 192,817
Retained earnings...................... 271,252 223,752
Net unrealized appreciation on
investment securities................. 423 233
---------- ----------
474,217 418,629
---------- ----------
$2,619,212 $1,878,968
========== ==========
</TABLE>
See notes to condensed consolidated financial statements.
<PAGE> 3
LEGG MASON, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS
(in thousands, except per share amounts)
(Unaudited)
<TABLE>
<CAPTION>
Three Months Nine Months
Ended December 31, Ended December 31,
1997 1996 1997 1996
<S> <C> <C> <C> <C>
Revenues:
Commissions......................... $ 60,847 $ 49,071 $176,326 $138,375
Principal transactions.............. 19,989 17,869 62,879 52,823
Investment advisory and related fees 68,595 46,690 187,174 132,054
Investment banking.................. 33,313 21,807 73,466 54,698
Interest............................ 33,751 22,490 91,075 59,392
Other............................... 10,583 9,340 28,248 26,056
-------- -------- -------- --------
227,078 167,267 619,168 463,398
-------- -------- -------- --------
Expenses:
Compensation and benefits........... 129,221 93,564 350,631 260,776
Occupancy and equipment rental...... 14,118 11,681 39,904 31,877
Communications...................... 10,081 7,570 29,787 21,437
Floor brokerage and clearing fees... 1,346 1,447 4,031 4,251
Interest............................ 19,348 11,798 51,952 29,794
Other .............................. 18,165 15,707 49,034 44,602
-------- -------- -------- --------
192,279 141,767 525,339 392,737
-------- -------- -------- --------
Earnings Before Income Taxes......... 34,799 25,500 93,829 70,661
Income taxes........................ 14,111 10,200 38,507 28,565
-------- -------- -------- --------
Net Earnings......................... $ 20,688 $ 15,300 $ 55,322 $ 42,096
======== ======== ======== ========
Earnings per common share:
Basic............................... $ .84 $ .63 $ 2.25 $ 1.87
Diluted............................. $ .78 $ .60 $ 2.12 $ 1.69
Average number of common shares
outstanding:
Basic............................... 24,724 24,186 24,560 22,562
Diluted............................. 26,434 25,323 26,112 25,068
Dividends declared per common share.. $ .11 $ .098 $ .318 $ .285
Book value per common share.......... $ 19.14 $ 16.72 $ 19.14 $ 16.72
</TABLE>
See notes to condensed consolidated financial statements.
<PAGE> 4
LEGG MASON, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands of dollars)
(Unaudited)
<TABLE>
<CAPTION>
Nine Months
Ended December 31,
1997 1996
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net earnings.................................... $ 55,322 $ 42,096
Noncash items included in earnings:
Depreciation and amortization................. 14,632 12,352
Unrealized gains on investment securities..... (1,454) -
-------- --------
68,500 54,448
(Increase) decrease in assets:
Cash and securities segregated for regulatory
purposes..................................... (170,876) (235,741)
Receivable from customers...................... (227,632) (104,292)
Securities borrowed............................ (134,829) (9,786)
Securities owned............................... (38,024) 17,045
Other.......................................... 13,591 (15,405)
Increase in liabilities:
Payable to customers........................... 459,191 393,985
Payable to brokers and dealers................. 5,156 2,429
Securities loaned.............................. 107,353 20,752
Securities sold, but not yet purchased......... 3,663 7,195
Accrued compensation........................... 28,617 18,160
Other.......................................... 13,057 9,152
-------- --------
CASH PROVIDED BY OPERATING ACTIVITIES............ 127,767 157,942
-------- --------
CASH FLOWS FROM INVESTING ACTIVITIES:
Payments for:
Equipment and leasehold improvements........... (23,287) (8,924)
Intangible assets.............................. (2,646) (367)
Sale of property................................ - 6,154
Net increase in resale agreements............... (79,167) (87,898)
Purchases of investment securities.............. (135,741) (125,992)
Proceeds from maturities of investment securities 134,455 146,596
-------- --------
CASH USED FOR INVESTING ACTIVITIES. (106,386) (70,431)
-------- --------
CASH FLOWS FROM FINANCING ACTIVITIES:
Net increase in short-term borrowings........... 67,105 61,947
Repayment of subordinated liabilities .......... - (29)
Issuance of common stock........................ 7,898 3,752
Dividends paid.................................. (7,472) (6,047)
-------- --------
CASH PROVIDED BY FINANCING ACTIVITIES............ 67,531 59,623
-------- --------
NET INCREASE IN CASH AND CASH EQUIVALENTS........ 88,912 147,134
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD. 150,976 89,378
-------- --------
CASH AND CASH EQUIVALENTS AT END OF PERIOD....... $239,888 $236,512
======== ========
</TABLE>
See notes to condensed consolidated financial statements.
<PAGE> 5
LEGG MASON, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(in thousands of dollars)
December 31, 1997
(Unaudited)
1. Interim Basis of Reporting:
The accompanying unaudited condensed consolidated financial
statements of Legg Mason, Inc. and its wholly-owned subsidiaries
(the "Company") have been prepared in accordance with the
instructions for Form 10-Q and, therefore, do not include all
information and notes required by generally accepted accounting
principles for complete financial statements. The interim
financial statements have been prepared utilizing the interim
basis of reporting and, as such, reflect all adjustments
(consisting only of normal recurring adjustments) which are, in
the opinion of management, necessary for a fair presentation of
the results for the periods presented. The nature of the
Company's business is such that the results of any interim period
are not necessarily indicative of results for a full year.
2. Net Capital Requirements:
The Company's broker-dealer subsidiaries are subject to the
Securities and Exchange Commission's Uniform Net Capital Rule.
The Rule provides that equity capital may not be withdrawn or
cash dividends paid if resulting net capital would fall below
specified levels. As of December 31, 1997, the broker-dealer
subsidiaries had aggregate net capital, as defined, of $180,956
which exceeded required net capital by $165,152.
3. Legal Proceedings:
The Company and its subsidiaries have been named as
defendants in various legal actions arising primarily from
securities and investment banking activities, including certain
class actions which primarily allege violations of securities
laws and seek unspecified damages which could be substantial.
While the ultimate resolution of these actions cannot be
currently determined, in the opinion of management, after
consultation with legal counsel, the actions will be resolved
with no material adverse effect on the consolidated financial
statements of the Company.
4. Supplemental Cash Flow Information:
Interest payments for the nine months ended December 31,
1997 and December 31, 1996 were $49,977 and $29,198,
respectively. Income tax payments for the nine months ended
December 31, 1997 and December 31, 1996 were $40,938 and $33,926,
respectively.
<PAGE> 6
5. Common Stock Split:
On July 24, 1997, the Company declared a four-for-three stock
split, paid September 24, 1997 to shareholders of record on
September 8, 1997. Accordingly, all share and per share
information has been retroactively restated to reflect the stock
split.
6. Recent Accounting Developments:
In December 1997, the Company adopted the provisions of
Financial Accounting Standards Board Statement No. 128,
"Earnings Per Share." Accordingly, the consolidated financial
statements have been restated to conform with Statement No.
128's provisions. This Statement simplifies the standards
for computing earnings per share and makes them comparable to
international earnings per share standards.
In June 1997, the Financial Accounting Standards Board
issued Statement No. 130, "Reporting Comprehensive Income"
effective for fiscal years beginning after December 15, 1997.
SFAS 130 establishes standards for reporting and display of
comprehensive income and its components (revenues, expenses,
gains, and losses) in a full set of general-purpose financial
statements. This Statement requires the disclosure of an amount
that represents total comprehensive income and the components of
comprehensive income in a financial statement. The impact of
adoption will not have a material affect on the Company's
financial position or results of operations.
In June 1997, Statement No. 131, "Disclosures about Segments
of an Enterprise and Related Information" was issued and is
effective for financial statements for periods beginning after
December 15, 1997. This Statement establishes standards for
determining an entity's operating segments and the type and level
of financial information to be disclosed in both annual and
interim financial statements. It also establishes standards for
related disclosures about products and services, geographic areas
and major customers. The impact of adoption will not affect the
Company's financial position or results of operations.
7. Subsequent Event:
On January 16, 1998, the Company issued 2,574,156 shares of
its common stock to acquire Brandywine Asset Management,
Inc.("Brandywine"), on a pooling of interests basis.
Additionally, the Company issued 225,836 stock options to replace
outstanding Brandywine options. In accordance with generally
accepted accounting principles, the consolidated financial
statements do not yet reflect the restatement for the
acquisition.
<PAGE> 7
Item 2. Management's Discussion and Analysis of
Results of Operations and Financial Condition
RESULTS OF OPERATIONS
During its third fiscal quarter and the nine months ended
December 31, 1997, Legg Mason, Inc. and its subsidiaries (the
"Company") achieved record revenues, net earnings and earnings
per share as a result of continued favorable, yet volatile market
conditions, including higher securities transaction volume and
equity price levels, a favorable interest rate environment as
well as modest inflation.
Quarter Ended December 31, 1997 Compared to Quarter Ended
December 31, 1996
In the third fiscal quarter ended December 31, 1997, the
Company's net earnings increased 35% to $20.7 million from $15.3
million in the corresponding quarter of the prior year. Revenues
rose 36% to $227.1 million from $167.3 million. Basic earnings
per share increased 33% to $.84 from $.63. Diluted earnings per
share were $.78, up 30% from $.60.
Commission revenues were $60.8 million, up 24% from $49.1 million
in the prior year's quarter, reflecting an increased volume of
listed and over-the-counter securities transactions and sales of
non-affiliated mutual funds.
Revenues from principal transactions rose 12% to $20.0 million,
principally as a result of increased profits from sales of over-
the-counter and fixed-income securities.
Investment advisory and related fees increased for the 31st
consecutive quarter to $68.6 million and were 47% higher as a
result of growth in assets under management in Company-sponsored
mutual funds, the Company's fixed-income investment advisory
subsidiary and fee-based brokerage accounts. Company subsidiaries
served as investment advisors to individual and institutional
accounts and mutual funds with assets of $55.2 billion at
December 31, 1997, up 34% from $41.3 billion at December 31,
1996.
Investment banking revenues were $33.3 million, 53% higher than
in the corresponding quarter of the prior year, reflecting an
increase in corporate finance activities, particularly public
offerings of real estate investment trusts.
Other revenues increased 13% to $10.6 million because of an
increase in loan originations by the Company's mortgage banking
subsidiaries. The prior year's quarter included gains from the
sale of merchant banking-related investments.
<PAGE> 8
Compensation and benefits increased 38% to $129.2 million,
principally reflecting higher sales and profitability-based
compensation, as well as an increase in the average number of
full-time employees as a result of business expansion.
Occupancy and equipment rental increased 21% to $14.1 million as
a result of additional costs related to the Company's relocation
of its corporate headquarters scheduled to be completed in
February 1998 and increased technology-related expenses.
Communications expense rose 33% to $10.1 million because of
increased business activity.
Other expense increased 16% to $18.2 million, primarily because
of higher promotional and litigation-related expenses, offset in
part by lower service bureau expenses.
Interest revenue increased 50% to $33.8 million because of larger
customer margin account, firm investment (predominantly funds
segregated for regulatory purposes), and conduit stock loan
balances.
Interest expense increased 64% to $19.3 million as a result of
larger interest-bearing customer credit and conduit stock loan
balances.
Income taxes rose 38% to $14.1 million because of an increase in
pre-tax earnings. The effective tax rate increased to 40.6% from
40.0% in the prior year's quarter as a result of non-deductible
foreign operating losses.
<PAGE> 9
Nine Months Ended December 31, 1997 Compared to Nine Months Ended
December 31, 1996
The Company's net earnings were $55.3 million, a 31% increase
from net earnings of $42.1 million in the corresponding period of
the prior year. Revenues rose 34% to $619.2 million from $463.4
million. Basic earnings per share increased 20% to $2.25 from
$1.87. Diluted earnings per share increased 25% to $2.12 from
$1.69.
Commission revenues were $176.3 million, up 27% from $138.4
million in the prior year, reflecting an increased volume of
transactions in listed securities and sales of non-affiliated
mutual funds.
Revenues from principal transactions rose 19% to $62.9 million,
principally as a result of increased sales of over-the-counter
and fixed-income securities and higher profits on firm
proprietary positions.
Investment advisory and related fees increased 42% to $187.2
million, principally as a result of growth in assets under
management in Company-sponsored mutual funds, the Company's
fixed-income investment advisory subsidiary and fee-based
brokerage accounts.
Investment banking revenues were $73.5 million, 34% higher than
in the corresponding period of the prior year, reflecting
increased corporate finance activities, particularly public
offerings of real estate investment trusts.
Other revenues increased 8% to $28.2 million primarily because of
an increase in loan originations at the Company's mortgage
banking subsidiaries.
Compensation and benefits increased 34% to $350.6 million,
principally reflecting higher sales and profitability-based
compensation, as well as an increase in the average number of
full-time employees as a result of business expansion.
Occupancy and equipment rental increased 25% to $39.9 million as
a result of increased technology-related expenses and additional
costs related to the Companys relocation of its corporate
headquarters.
Communications expense of $29.8 million rose 39% as a result of
increased business activity.
Other expense increased 10% to $49.0 million, primarily due to
higher promotional and litigation-related expenses, offset in
part by lower service bureau expenses.
Interest revenue increased 53% to $91.1 million because of larger
firm investment (predominantly funds segregated for regulatory
cash purposes), customer margin account and conduit stock loan
balances.
<PAGE> 10
Interest expense increased 74% to $52.0 million as a result of
larger interest-bearing customer credit and conduit stock loan
balances.
Income taxes rose 35% to $38.5 million because of an increase in
pre-tax earnings. The effective tax rate increased to 41.0% from
40.4% in the prior years period as a result of non-deductible
foreign operating losses.
Liquidity and Capital Resources
There has been no material change in the Company's financial
position since March 31, 1997. A substantial portion of the
Company's assets is liquid, consisting mainly of cash and assets
readily convertible into cash. These assets are financed
principally by free credit balances, equity capital, senior
notes, bank lines of credit and other payables.
During the nine months ended December 31, 1997, cash and cash
equivalents increased $88.9 million. Cash flows from operating
activities increased $127.8 million, attributable to higher net
customer payables and net earnings adjusted for depreciation and
amortization, substantially offset by increased fundings for
regulatory cash requirements. Cash flows from financing
activities increased by $67.5 million as a result of increased
levels of short-term borrowings by the Companys mortgage banking
affiliates. The Company utilized cash of $106.4 million in
investing activities, principally to fund larger levels of resale
agreements and purchases of equipment and leasehold improvements.
Year 2000
The Company is in the process of evaluating its internal and
third party software as well as its service providers' computer
systems for their ability to accurately process in the Year 2000.
The Company is utilizing both internal and external resources to
make the necessary modifications to the Company's internal
systems to properly process in the next millennium.
In November 1997, the Company converted its securities brokerage
processing system to a vendor that is the principle service
provider of this type to the securities brokerage industry. The
vendor has substantially completed the necessary coding
modifications with user testing to begin in the Spring of 1998.
Confirmation has been received from the vendor that its
modification and testing plan is on schedule for Year 2000
compliance. The Company is pursuing similar confirmation from
its other vendors and service providers.
The Company believes that the costs associated with modifications
for internal systems will not be material to the Company's
financial statements. However, the Company could be adversely
affected if many other organizations, including those mentioned
above, are unsuccessful in completing the required Year 2000
systems modifications.
<PAGE> 11
PART II. OTHER INFORMATION
Item 1. Legal Proceedings
Nasdaq Market-Makers Antitrust Litigation
Reference is made to the discussion under the caption
"Nasdaq Market-Makers Antitrust Litigation" in Item 3 of
Registrant's 10-K Report for the fiscal year ended March 31,
1997. In December 1997, the Registrant, together with other
defendants in the litigation, entered into a settlement agreement
that requires Registrant to pay approximately $2.8 million toward
a total settlement amount of $900 million for all defendants.
The agreement, which has been preliminarily approved by the
court, is subject to final approval by the court following the
mailing of notice to the plaintiff class and a fairness hearing
presently scheduled for September, 1998.
Item 6. Exhibits and Reports on Form 8-K.
(a) Exhibits
3.1 Articles of Incorporation of the Company,
as amended (incorporated by reference to
Form 10-Q for the quarter ended September
30, 1996)
3.2 By-laws of the Company as amended and
restated April 25, 1988 (incorporated by
reference to the Company's Annual Report
on Form 10-K for the year ended March 31,
1988)
11. Statement re: computation of per share
earnings
27. Statement re: financial data schedules
(b) No reports on Form 8-K were filed during
the quarter ended December 31, 1997.
<PAGE> 12
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.
LEGG MASON, INC.
(Registrant)
DATE: February 13, 1998 /s/ Timothy C. Scheve
Timothy C. Scheve
Executive Vice President
DATE: February 13, 1998 /s/ F. Barry Bilson
F. Barry Bilson
Vice President - Finance
<PAGE> 13
INDEX TO EXHIBITS
11. Statement re: computation of per
share earnings
27. Statement re: financial data
schedules
- - 13 -
<PAGE> 14
<TABLE>
<CAPTION>
EXHIBIT 11
STATEMENT RE: COMPUTATION OF EARNINGS PER SHARE
(in thousands, except per share amounts)
For The Three Months Ended December 31,
1997 1996
Basic Diluted Basic Diluted
<S> <C> <C> <C> <C>
Weighted average shares
outstanding:
Common stock 24,724 24,724 24,186 24,186
Shares available under
options - 1,687 - 1,114
Issuable upon conversion
of debentures - 23 - 23
------- ------- ------- -------
Weighted average common
and common equivalent
shares outstanding 24,724 26,434 24,186 25,323
======= ======= ======= =======
Net earnings $20,688 $20,688 $15,300 $15,300
Interest expense, net,
on debentures - 4 - 4
------- ------- ------- -------
Net earnings applicable
to common stock $20,688 $20,692 $15,300 $15,304
======= ======= ======= =======
Per share $ .84 $ .78 $ .63 $ .60
======= ======= ======= =======
</TABLE>
All share and per share information has been restated to reflect
a 4 for 3 stock split paid on September 24, 1997 to shareholders of
record on September 8, 1997.
<PAGE> 15
<TABLE>
<CAPTION>
STATEMENT RE: COMPUTATION OF EARNINGS PER SHARE
(in thousands, except per share amounts)
For The Nine Months Ended December 31,
1997 1996
Basic Diluted Basic Diluted
<S> <C> <C> <C> <C>
Weighted average shares
outstanding:
Common stock 24,560 24,560 22,562 22,562
Shares available under
options - 1,529 - 950
Issuable upon conversion
of debentures - 23 - 1,556
------- ------- ------- -------
Weighted average common
and common equivalent
shares outstanding 24,560 26,112 22,562 25,068
======= ======= ======= =======
Net earnings $55,322 $55,322 $42,096 $42,096
Interest expense, net,
on debentures - 13 - 149
------- ------- ------- -------
Net earnings applicable
to common stock $55,322 $55,335 $42,096 $42,245
======= ======= ======= =======
Per share $ 2.25 $ 2.12 $ 1.87 $ 1.69
======= ======= ======= =======
</TABLE>
All share and per share information has been restated to reflect
a 4 for 3 stock split paid on September 24, 1997 to shareholders of
record on September 8, 1997.
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.
<TABLE> <S> <C>
<ARTICLE> BD
<LEGEND>
THE SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION FROM CONDENSED CONSOLIDATED
STATEMENTS OF FINANCIAL CONDITION AND CONDENSED CONSOLIDATED STATEMENTS OF
EARNINGS AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL
STATEMENTS.
</LEGEND>
<CIK> 0000704051
<NAME> LEGG MASON, INC.
<MULTIPLIER> 1
<CURRENCY> U.S. DOLLARS
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> MAR-31-1998
<PERIOD-START> APR-01-1997
<PERIOD-END> DEC-31-1997
<EXCHANGE-RATE> 1
<CASH> $239,888,000
<RECEIVABLES> $755,088,000
<SECURITIES-RESALE> $211,968,000
<SECURITIES-BORROWED> $398,441,000
<INSTRUMENTS-OWNED> $116,886,000
<PP&E> $48,963,000
<TOTAL-ASSETS> $2,619,212,000
<SHORT-TERM> $80,505,000
<PAYABLES> $1,432,105,000
<REPOS-SOLD> $0
<SECURITIES-LOANED> $358,157,000
<INSTRUMENTS-SOLD> $16,170,000
<LONG-TERM> $99,616,000
$0
$0
<COMMON> $2,478,000
<OTHER-SE> $471,739,000
<TOTAL-LIABILITY-AND-EQUITY> $2,619,212,000
<TRADING-REVENUE> $62,879,000
<INTEREST-DIVIDENDS> $91,075,000
<COMMISSIONS> $176,326,000
<INVESTMENT-BANKING-REVENUES> $73,466,000
<FEE-REVENUE> $187,174,000
<INTEREST-EXPENSE> $51,952,000
<COMPENSATION> $350,631,000
<INCOME-PRETAX> $93,829,000
<INCOME-PRE-EXTRAORDINARY> $93,829,000
<EXTRAORDINARY> $0
<CHANGES> $0
<NET-INCOME> $55,322,000
<EPS-BASIC> $2.25
<EPS-DILUTED> $2.12
</TABLE>
