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 September 28, 1996
or
/ / Transition Report Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Commission File Number 0-11438
BURR-BROWN CORPORATION
----------------------
(Exact name of registrant as specified in its charter)
Delaware 86-0445468
-------- ----------
(State of Incorporation) (IRS Employer I.D. No.)
6730 South Tucson Boulevard
Tucson, Arizona 85706
---------------------
(Address of principle executive offices)
(520) 746-1111
-------------
(Registrant's 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 (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, not including shares held in treasury, as of
the close of the period covered by this report.
Common Stock, $0.01 par value 15,865,392 Shares
<PAGE>
BURR-BROWN CORPORATION AND SUBSIDIARIES
INDEX
-----
PART I. FINANCIAL INFORMATION Page #
- -----------------------------
Item 1 Financial Statements (Unaudited)
Consolidated Statements of Income, Three and Nine Months Ended
September 28, 1996, and September 30, 1995 3
Consolidated Balance Sheets,September 28,1996 and
December 31, 1995 4
Consolidated Statements of Cash Flows, Nine Months Ended
September 28,1996,and September 30,1995 5
Notes to Consolidated Financial Statements 6
Item 2 Management's Discussion and Analysis of Financial
Condition and Results of Operations 7
PART II. OTHER INFORMATION
- ---------------------------
Item 6 Exhibits and Reports on Form 8-K
(a) Exhibit 11:Computation of Consolidated Earnings Per Share 9
(b) Reports on Form 8-K: The Company did not file any reports on
Form 8-K during the quarter ended September 28, 1996
SIGNATURES
- ----------
Signature Page 10
<PAGE>
PART I. FINANCIAL INFORMATION
BURR-BROWN CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
(Unaudited)
(In Thousands except per share amounts)
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
Sep.28, Sep.30, Sep.28, Sep.30,
1996 1995 1996 1995
------ ------ ------ ------
<S> <C> <C> <C> <C>
Net Revenue $50,109 $70,218 $169,464 $199,359
% increase (decrease) in revenue
over prior year (29%) 43% (15%) 38%
Cost of Goods Sold 25,017 35,807 83,941 102,964
------- ------- -------- -------
Gross Margin 25,092 34,411 85,523 96,395
% of revenue 50% 49% 50% 48%
Expenses:
Research & Development 6,452 6,695 21,088 19,444
% of revenue 13% 10% 12% 10%
Sales, Marketing, General and
Administrative 12,137 16,173 41,027 48,551
% of revenue 24% 23% 24% 24%
------- ------- ------- -------
Total Operating Expenses 18,589 22,868 62,115 67,995
% of revenue 37% 33% 37% 34%
Income from Operations 6,503 11,543 23,408 28,400
% of revenue 13% 16% 14% 14%
Interest Expense 132 265 502 863
Gain from Sale of Subsidiary (500) - (7,180) -
Other (Income) Expense (590) (74) (2,660) 428
------- ------- -------- ------
Income Before Income Taxes 7,461 11,352 32,746 27,109
% of revenue 15% 16% 19% 14%
Provision for Income Taxes 1,761 3,065 8,841 7,320
Effective Tax Rate 24% 27% 27% 27%
------- ------- ------- ------
Net Income $5,700 $8,287 $23,905 $19,789
% of revenue 11% 12% 14% 10%
% increase (decrease) in net (31%) 386% 21% 266%
income over prior year ======= ======= ======= =======
Earnings per Common Share $0.35 $0.54 $1.43 $1.30
Shares used in per common share ======= ======= ======= =======
calculation 16,502 15,417 16,711 15,230
======= ======= ======= =======
<FN>
See Notes to Consolidated Financial Statements.
</TABLE>
- 3 -
<PAGE>
BURR-BROWN CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(In Thousands of Dollars)
<TABLE>
<CAPTION>
Sep.28, Dec.31
1996 1995
------- -------
(unaudited)
<S> <C> <C>
ASSETS
Current Assets
Cash and Cash Equivalents $66,268 $42,477
Short-Term Investments 24,044 43,738
Trade Receivables 43,398 55,713
Inventories 48,363 47,852
Other 13,129 6,463
------- -------
Total Current Assets 195,202 196,243
Land, Buildings and Equipment
Land 3,395 3,393
Buildings and Improvements 24,253 23,294
Equipment 113,285 100,812
-------- -------
140,933 127,499
Less Accumulated Depreciation (82,358) (76,075)
-------- -------
58,575 51,424
Other Assets 4,071 4,582
-------- -------
$257,848 $252,249
======== ========
LIABILITES AND STOCKHOLDERS'EQUITY
Current Liabilities
Notes Payable $19,048 $17,904
Accounts Payable 15,070 17,359
Accrued Expenses 6,038 8,703
Accrued Employee Compensation and
Payroll Taxes 7,232 8,929
Deferred Profit from Distributors 6,626 6,198
Income Taxes Payable 3,355 6,092
Current Portion of Long-Term Debt 1,095 1,150
------- -------
Total Current Liabilities 58,464 66,335
Long-Term Debt 1,853 1,808
Deferred Gain 1,497 2,619
Deferred Income Taxes 1,102 159
Other Long-Term Liabilities 1,920 2,183
Stockholders' Equity
Preferred Stock - -
Common Stock 166 165
Additional Paid-In Capital 90,111 89,698
Retained Earnings 111,688 87,801
Equity Adjustment From Foreign
Currency Translation 2,454 3,162
Treasury Stock (11,407) (1,681)
------- -------
193,012 179,145
-------- -------
$257,848 $252,249
======= =======
<FN>
See Notes to Consolidated Financial Statements.
</TABLE>
-4-
<PAGE>
BURR-BROWN CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
(In Thousands of Dollars)
<TABLE>
<CAPTION> Nine Months Ended
Sept.28, Sept.30,
1996 1995
-------- --------
<S> <C> <C>
OPERATING ACTIVITIES:
Net Income $23,905 $ 19,789
Adjustments to Reconcile Net Income to Net
Cash Provided by Operating Activities:
Depreciation and Amortization 9,974 9,028
Amortization of Deferred Gain (1,122) (1,123)
Provision for Losses on Inventories 1,632 1,532
Provision for (Benefit from) Deferred (2,380) (3,219)
Income Taxes
Increase (Decrease) in Deferred Profit
from Distributors 428 2,430
Gain from Sale of Subsidiary (7,180) -
Other (69) 509
Changes in Operating Assets and Liabilities:
(Increase) Decrease in Trade Receivables 7,798 (13,574)
(Increase) Decrease in Inventories (5,890) (4,813)
(Increase) Decrease in Other Assets (4,158) (2,626)
Increase (Decrease) in Accounts Payable (362) 4,467
Increase (Decrease) in Accrued Expenses and
Other Liabilities (6,233) 11,717
------ ------
Net Cash Provided By Operating Activities 16,343 24,117
INVESTING ACTIVITIES:
Net Maturities of Short-Term Investments 19,694 -
Purchases of Land,Buildings and Equipment (19,970) (13,949)
Proceeds from Sale of Equipment 388 120
Proceeds from Sale of Subsidiary 12,804 -
------ --------
Net Cash Provided by (Used in) Investing
Activities 12,916 (13,829)
FINANCING ACTIVITIES:
Proceeds from Short-Term and Long-Term
Borrowings 4,713 1,097
Payments of Short-Term and Long-Term (788) (1,000)
Borrowings
(Payments for) Proceeds from Capital (9,330) 62,757
Stock Activity, Net ------- ------
Net Cash Provided by (Used In)Financing (5,405) 62,854
Activities
Effect of Exchange Rate Changes (63) (275)
------- -------
Increase in Cash and Cash Equivalents 23,791 72,867
Cash and Cash Equivalents at Beginning of 42,477 9,925
Year ------- ------
Cash and Cash Equivalents at End of Nine $66,268 $82,792
Months ======= =======
<FN>
See Notes to Consolidated Financial Statements.
</TABLE>
-5-
<PAGE>
BURR-BROWN CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
(In thousands)
1. BASIS OF PRESENTATION
---------------------
The consolidated financial statements included herein have been
prepared by the Company, without audit, pursuant to the rules and
regulations of the Securities and Exchange Commission. Certain
information and footnote disclosures normally included in financial
statements prepared in accordance with generally accepted accounting
principles have been condensed or omitted pursuant to such rules and
regulations. In the opinion of management, all adjustments (consisting
of normal recurring accruals) considered necessary for a fair
presentation have been included. Operating results for the nine months
ended September 28,1996 are not necessarily indicative of the results
to be expected for the year ending December 31, 1996. For further
information, refer to the consolidated financial statements and
footnotes thereto included in the Company's Annual Report on Form 10-K
for the year ended December 31, 1995 filed with the Securities and
Exchange Commission.
2. INVENTORIES
-----------
Inventories consist of the following:
<TABLE>
<CAPTION>
Sep. 28, Dec. 31,
1996 1995
-------- --------
<S> <C> <C>
Raw Material $11,431 $13,842
Work-in-Process 19,512 17,830
Finished Goods 17,420 16,180
-------- --------
$48,363 $47,852
======= ======
</TABLE>
3. TAX RATE
--------
The effective tax rate for 1996 is estimated to be 27%. The effective
tax rate for the third quarter of 1996 was 23.6% which reflects the
decrease in the effective tax rate of 28% estimated through the 1996
second quarter. The 1996 tax rate has been favorably impacted by the
expected significant reduction of the deferred tax asset valuation
allowance as benefits are expected to be realized given the continued
profitability of the Company throughout the world.
4. SALE OF SUBSIDIARY
------------------
On March 12, 1996, the Company completed the sale of its interest in
Power Convertibles Corporation (PCC) to a subsidiary of Charter Power
Systems Incorporated for $12.8 million in cash. PCC produces battery
chargers for cellular telephones and modular DC to DC converters used
in a variety of applications. During 1995, PCC accounted for 9.5% of
the Company's revenue and 3% of its profits. PCC generated 4.9% of
first quarter 1996 revenue and made no contribution to net income.
Prior to the sale, PCC employed 440 people, or 21% of Burr-Brown's
total world wide work force. The sale of PCC will allow the Company to
better focus resources on its primary business of analog and mixed
signal integrated circuits.
-6-
<PAGE>
BURR-BROWN CORPORATION AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS
The following discussion and analysis may contain forward-looking
statements that involve risks and uncertainties. Factors that might
cause actual results to differ from those currently anticipated
include, but are not limited to, those discussed under "Factors
Affecting Future Results."
RESULTS OF OPERATIONS
- ---------------------------------------
Net income for the third quarter and first nine months of 1996 was
$5.7 million or $.35 per share and $23.9 million or $1.43 per share,
respectively. This compared to net income of $6.6 million or $.40
per share for the preceding quarter. Net income for the third quarter
of 1995 was $8.3 million or $.54 per share. The first nine month's net
income is comprised of income from recurring operations of $18.7
million or $1.12 per share and a non-recurring gain of $5.2 million
or $.31 per share relating to the sale of Power Convertibles
Corporation (PCC), a subsidiary sold in the first quarter of 1996.
Excluding this gain, compared to the first nine months of 1995, net
income from recurring operations decreased by 5.7%.
Revenue for the third quarter was $50.1 million. This compared to
revenue of $58.2 million for the preceding quarter and $70.2 million
for the same quarter last year. Revenue, net of PCC activity, for the
first nine months of 1996 was $166.5 million or 6.2% lower than the
same period in 1995. The rate of incoming orders declined sequentially
reflecting both the traditionally weak summer quarter and industry
conditions generally. The domestic distribution channel showed the
most weakness, where inventory levels remain high. Standard linear
products and the Industrial Process Control and Test and
Instrumentation markets, largely served through distribution, were
most affected. The communications market, particularly as related to
base stations for wireless communication and high speed transmission
for wide-area networks, exhibited strength. The PC market also
gained momentum. Demand for products used in semiconductor
manufacturing equipment, specifically steppers and automatic test
equipment, continued to be weak. The order rate for digital audio
products declined as customers move to the next generation of systems.
As production for these next generation systems ramps up, demand is
expected to increase substantially. Geographically, the international
channels fared better than domestic and demand in the Southeast Asia
region, excluding Japan,grew over both the prior quarter and last year.
At 50.1% of revenue, third quarter gross margin compares to 51.1% in
the preceding quarter and 49% for the same quarter last year. During
the quarter, pricing and mix remained relatively stable and the
Company was able to realize significant reductions in manufacturing
spending. However, lower volume reduced operating leverage which led
to the 1 percentage point decline from the prior quarter. Year-to-date
gains in manufacturing cost efficiencies, better yields and the
divestiture of PCC, a low margin business, have improved gross margin
by 2.1 percentage points over the same period last year, moving this
ratio from 48.4% in 1995 to 50.5% for the current year.
Total third quarter operating expenses at $18.6 million were $2.8
million or 12.9% lower than the prior quarter and $4.3 million or
18.7% lower than the year ago quarter which included PCC expenses.
Operating expenses for the first nine months of 1996 were $5.9 million
or 8.6% lower than the first nine months of 1995 again including PCC
expenses. Year-to-date, this overall decrease occurred even as
Research & Development (R&D) spending increased 2 percentage points
over the first nine months of 1995. During the first three quarters
of 1996, 49 new products have been introduced, already a new annual
record, and at least 15 more products are expected to be released in
the fourth quarter. Sales, Marketing and General and Administrative
(SMG&A) expenses were reduced by 13.7% from the preceding quarter and
by 25% over the year ago quarter. These changes represent the
continuation of a strategy to reduce SMG&A expense while increasing
R&D investments as a primary driver of revenue growth. Reductions in
SMG&A were achieved through the implementation of certain cost cutting
measures, consolidation of certain administrative activities, expanded
use of third party distributors and tight expense control.
Interest income of $3 million was generated on the $90.3 million of
cash, cash equivalents and short-term investments held by the Company
during the first nine months. This compares to almost no interest
income in the first nine months of 1995. The 1996 effective tax rate
was reduced from 28% to 27% in the third quarter. This compares with
a 27% tax rate for 1995. The rate reduction resulted in a third
quarter tax rate of 23.6%. The rate reduction was due to several
favorable tax events during the third quarter including the
reinstatement of the research and development tax credit.
-7-
<PAGE>
FOREIGN OPERATIONS
- ------------------
International markets constitute a majority source of the Company's
revenues. The resulting transactions have exchange rate fluctuation
risk associated with them. Exchange rate risk is reduced through the
natural hedges afforded by the Company's foreign operations, dollar-
based or dollar-indexed sales transactions and the purchase of foreign
contracts to hedge its foreign currency net accounts receivable due
from the international subsidiaries. The forward contracts are in
three primary currencies: Japanese Yen, British Pounds and German
Marks. Exchange rate fluctuations can also affect the Company's
reported revenue to the extent that the international subsidiaries'
sales are in non-indexed foreign currencies but reported in the
consolidated financial statements in U.S. dollars using a weighted
average exchange rate. When compared to the first nine months of
the prior year, the effect of foreign exchange rate changes had
approximately a 5% unfavorable impact on the revenue.
FACTORS AFFECTING FUTURE RESULTS
- --------------------------------
The Company's future operating results cannot necessarily be predicted
based on past performance due to a number of factors affecting the
Company and the semiconductor industry. The semiconductor industry is
influenced by rapidly changing technology, the supply and price of raw
materials, increased competition, price erosion, international
monetary and economic conditions generally. The Company's future
success also rests in its ability to make new product introductions
that are timely, achieve market acceptance and produce acceptable
margins. Although the Company believes it has adequate resources to
sustain current operations, its financial results may be significantly
affected by the above and other factors.
FINANCIAL CONDITION
- -------------------
Cash, cash equivalents and short-term investments increased by $4.1
million or 4.8% during the first nine months of 1996 to $90.3 million.
$12.8 million was realized from the sale of PCC. During the first
nine months, 484,000 shares of Burr-Brown stock were repurchased at
a cost of $9.6 million. This represents partial execution of plans to
repurchase up to 1 million shares of stock to take advantage of prices
considered to be favorable to the Company's stockholders. $16.3
million of cash was generated from operations as compared to $24.1
million in the first nine months of 1995.
Divestiture of PCC and reduction of production levels resulted in net
inventory remaining relatively flat when compared to year end. Net
inventory remained essentially to the prior quarter's level primarily
due to the reduced output. The inventory held at the Company's
domestic distributors also remained stable during the quarter despite
expanding the distribution network to include two new distributors.
Year-to-date expenditures for plant and equipment totaled $20 million
compared to $14 million for the same period last year. Budgeted
capital investments primarily target capacity expansion at selected
bottleneck points in manufacturing, modernization of manufacturing
processes and an enterprise-wide upgrade of information systems.
Total 1996 expenditures are anticipated to range between $25 million
and $35 million.
At September 28, 1996, total debt was $22 million of which $2.9
million was term debt. This compares to $20.9 million at 1995 year
end. Most of this debt was held in Japan and represented an interest
rate arbitrage situation for the Company. In addition to term debt,
credit facilities of approximately $56 million with both domestic and
international banks were available to the Company of which
approximately $19 million or 34% was utilized. As of January 31, 1996,
the Company reestablished a $15 million revolving line of credit which
expires in 1998. The current ratio improved from 2.96 at year end to
3.34 at the end of nine months.
Given both the current cash position and available credit facilities,
Management believes the Company has sufficient capital resources
available to meet its requirements for the foreseeable future.
-8-
<PAGE>
PART II. OTHER INFORMATION
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
- ----------------------------------------
ITEM 6. EXHIBITS
Exhibit
11
BURR-BROWN CORPORATION AND SUBSIDIARIES
COMPUTATION OF CONSOLIDATED EARNINGS PER SHARE
(Unaudited)
<TABLE>
<CAPTION>
Earnings per share are computed using the weighed average number
of shares outstanding plus incremental shares issuable
upon exercise of outstanding options under the treasury stock
method.
Three Months Ended Nine Months Ended
Sep.28, Sep.30, Sep.28, Sep. 30,
1996 1995 1996 1995
---------- --------- --------- ----------
<S> <C> <C> <C> <C>
INCOME:
Net Income $5,700,000 $8,287,000 $23,905,000 $19,789,000
PRIMARY EARNINGS PER SHARE:
Weighted Average Number of
Shares Outstanding 15,903,000 14,549,000 16,047,000 14,424,000
Net Effect of Dilutive Stock
Options Based on the Treasury
Stock Method Using the Average
Market Price of Common Stock
599,000 868,000 664,000 806,000
---------- --------- --------- ---------
Common Stock and Common
Stock Equivalents 16,502,000 15,417,000 16,711,000 15,230,000
========== ========== ========== ==========
Primary Earnings
Per Share $0.35 $0.54 $1.43 $1.30
========== ========== ========== ==========
FULLY DILUTED EARNINGS PER SHARE:
Weighted Average Number
of Shares Outstanding 15,903,000 14,549,000 16,047,000 14,424,000
Net Effect of Dilutive Stock
Options Based on the Treasury
Stock Method Using the End of
Period Market Price of Common
Stock, if Higher Than Average
628,000 892,000 664,000 944,000
---------- -------- --------- ---------
Common Stock and Common Stock
Equivalents 16,531,000 15,441,000 16,711,000 15,368,000
========== ========== ========== ==========
Fully Diluted Earnings
Per Share $0.34 $0.54 $1.43 $1.29
========== ========= ========== ==========
</TABLE>
-9-
<PAGE>
SIGNATURES
- ----------
Pursuant to the requirements of Section 13 or 15(d) of the Securities
and Exchange Act of 1934, the Registrant has duly caused this report
to be signed on its behalf by the undersigned, thereunto duly authorized.
BURR-BROWN CORPORATION
- ----------------------
Registrant
By: SYRUS P. MADAVI
---------------
Syrus P. Madavi
President and Chief Executive Officer
Date: November 8, 1996
----------------
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that each person whose signature
appears below constitutes and appoints Syrus P. Madavi and Scott Blouin,
his attorney-in-fact, with the power of substitution, for him in any
and all capacities, to sign any amendments to this Report on Form 10-K,
and to file the same, with the exhibits thereto and other documents in
connection therewith, with the Securities and Exchange Commission,
hereby ratifying and confirming all that said attorney-in-fact, or his
substitute or substitutes, may do or cause to be done by virtue hereof.
Pursuant to the Requirements of the Securities and Exchange Act of 1934
this report has been signed below by the following persons on behalf of
the Registrant and in the capacities and on the dates indicated.
Name Title Date
SYRUS P.MADAVI President and Chief November 8, 1996
- --------------- Executive Officer ----------------
Syrus P.Madavi
J.SCOTT BLOUIN Chief Financial Officer November 8, 1996
- --------------- (Principal Financial and ----------------
J. Scott Blouin Accounting Officer)
THOMAS R.BROWN,JR. Chairman of the Board November 8, 1996
- ----------------- ----------------
Thomas R.Brown, Jr.
THOMAS J.TROUP Vice Chairman of the November 8, 1996
- --------------- Board ----------------
Thomas J.Troup
FRANCIS J.AGUILAR Director November 8, 1996
- ----------------- ----------------
Francis J.Aguilar
JOHN S.ANDEREGG,JR. Director November 8, 1996
- ------------------- ----------------
John S.Anderegg,Jr.
MARCELO A.GUMUCIO Director November 8, 1996
- ----------------- ----------------
Marcelo A.Gumucio
JAMES A.RIGGS Director November 8, 1996
- ------------- ----------------
James A.Riggs
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
YEAR-TO-DATE CONSOLIDATED STATEMENTS OF INCOME, CONSOLIDATED
BALANCE SHEETS, AND CONSOLIDATED STATEMENTS OF CASH FLOWS FOUND
ON PAGES 3,4,5, RESPECTIVELY, ON THE COMPANY'S FORM 10-Q FOR THE
CURRENT PERIOD ENDED AND THE PREVIOUS PERIOD ENDED, ARE LISTED BELOW
IN TABULAR FORMAT AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO
SUCH FINANCIAL STATEMENTS.
</LEGEND>
<S> <C> <C>
<PERIOD-TYPE> 6-MOS 9-MOS
<FISCAL-YEAR-END> DEC-31-1996 DEC-31-1996
<PERIOD-END> JUN-29-1996 SEP-28-1996
<CASH> 73,086 66,268
<SECURITIES> 0 0
<RECEIVABLES> 47,649 43,398
<ALLOWANCES> 1,333 1,450
<INVENTORY> 48,027 48,363
<CURRENT-ASSETS> 201,665 195,202
<PP&E> 136,090 140,933
<DEPRECIATION> 79,088 82,358
<TOTAL-ASSETS> 262,462 257,848
<CURRENT-LIABILITIES> 66,620 58,464
<BONDS> 0 0
0 0
0 0
<COMMON> 166 166
<OTHER-SE> 189,216 192,846
<TOTAL-LIABILITY-AND-EQUITY> 262,462 257,848
<SALES> 119,355 169,464
<TOTAL-REVENUES> 119,355 169,464
<CGS> 58,924 83,941
<TOTAL-COSTS> 58,924 83,941
<OTHER-EXPENSES> 43,526 62,115
<LOSS-PROVISION> (35) 34
<INTEREST-EXPENSE> 370 502
<INCOME-PRETAX> 250,285 32,746
<INCOME-TAX> 7,080 8,841
<INCOME-CONTINUING> 0 0
<DISCONTINUED> 0 0
<EXTRAORDINARY> 0 0
<CHANGES> 0 0
<NET-INCOME> 18,205 23,905
<EPS-PRIMARY> 1.08 1.43
<EPS-DILUTED> 1.08 1.43
</TABLE>