<PAGE> 1
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 December 31, 1994
Commission file number 1-8824
CLAYTON HOMES, INC.
- --------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Tennessee 62-0794407
- --------------------------- ----------------------------------------
(State or other jurisdiction of (I.R.S. Employer Identification
incorporation or organization) Number)
P. O. Box 15169
623 Market Street
Knoxville, Tennessee 37902
- --------------------------------------- --------------------------------------
(Address of principal executive offices) (zip code)
615-970-7200
- -----------------------------------------------------------------
(Registrant's telephone number, including area code)
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports) and (2) has been subject to such
filing requirements for the past 90 days. Yes X No .
--- ---
Indicate the number of shares outstanding of each of the issuer's classes
of common stock, as of the latest practicable date.
Shares of common stock $.10 par value, outstanding on
December 31, 1994 - 75,132,488
1
<PAGE> 2
CLAYTON HOMES, INC.
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(unaudited - in thousands except per share data)
<TABLE>
<CAPTION>
Quarter Ended Six Months Ended
December 31, December 31,
1994 1993 1994 1993
---- ---- ---- ----
<S> <C> <C> <C> <C>
REVENUES
Net sales $148,037 $116,822 $286,752 $228,726
Financial services 20,974 21,016 43,569 40,844
Rental and other income 8,468 8,113 15,611 12,340
-------- -------- -------- --------
Total Revenues 177,479 145,951 345,932 281,910
EXPENSES
Cost of sales 103,491 80,061 199,924 157,758
Selling, general and administrative 44,302 39,380 86,510 70,313
Financial services interest 1,494 2,135 3,106 4,415
Provision for credit losses and
contingencies 1,000 1,000 2,000 2,000
-------- -------- -------- --------
Total Expenses 150,287 122,576 291,540 234,486
-------- -------- -------- --------
OPERATING INCOME 27,192 23,375 54,392 47,424
Interest income (expense) 1,073 (41) 1,798 (762)
-------- -------- -------- --------
Income before income taxes and cumulative
effect of change in method of accounting
for income taxes 28,265 23,334 56,190 46,662
Provision for income taxes 10,100 8,500 19,800 17,000
-------- -------- -------- --------
INCOME BEFORE ACCOUNTING CHANGE 18,165 14,834 36,390 29,662
Cumulative effect as of July 1, 1993 of change
in method of accounting for income taxes --- --- --- 3,000
-------- -------- -------- --------
NET INCOME $ 18,165 $ 14,834 $ 36,390 $ 32,662
======== ======== ======== ========
Income per share before accounting change:(1)
Primary $ .24 $ .21 $ .48 $ .42
Fully diluted (2) .24 .20 .48 .40
Net income per share:(1)
Primary $ .24 $ .21 $ .48 $ .46
Fully diluted (2) .24 .20 .48 .44
Dividend paid per share $ .02 $ .00 $ .02 $ .00
Average shares outstanding: (1)
Primary 75,685 71,929 75,871 71,799
Fully diluted (2) 75,685 76,839 75,871 76,745
</TABLE>
(1) Adjusted for the December 5, 1994 5-for-4 stock split.
(2) Computed assuming conversion of convertible subordinated debentures.
CONDENSED CONSOLIDATED BALANCE SHEETS
<TABLE>
<CAPTION>
(Unaudited) (Audited)
December 31, June 30,
1994 1994
------------ ---------
<S> <C> <C>
Assets:
Cash and cash equivalents $ 26,102 $ 38,922
Receivables, net 332,882 354,114
Inventories 78,515 77,317
Property, plant and equipment, net 149,247 129,883
Other assets 111,917 100,912
-------- --------
TOTAL ASSETS $698,663 $701,148
======== ========
Liabilities and Shareholders' Equity:
Accounts payable and accrued liabilities $ 47,767 $ 55,844
Long-term obligations 59,164 70,680
Deferred income taxes 2,983 7,258
Other liabilities 94,711 105,212
Shareholders' equity 494,038 462,154
-------- --------
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $698,663 $701,148
</TABLE>
2
<PAGE> 3
CLAYTON HOMES, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED - IN THOUSANDS)
<TABLE>
<CAPTION>
SIX MONTHS ENDED
DECEMBER 31,
----------------
1994 1993
---- ----
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net Income $ 36,390 $ 32,662
Adjustments to reconcile net income to net
cash provided (used) by operating activities:
Depreciation and amortization 3,706 3,433
Gain on sale of installment contract
receivables, net of amortization (3,392) (8,856)
Provision for credit losses 2,000 2,000
(Increase) decrease in other receivables (29,315) 2,163
Change in other operating assets and
liabilities (8,147) (11,189)
(Decrease) increase in other liabilities, net
of other assets (24,823) 4,138
--------- ---------
Cash (used) provided by operations (23,581) 24,351
Origination of installment
contract receivables (144,830) (127,154)
Refinancing of installment contract receivables (22,040) 0
Proceeds from sales of originated
installment contract receivables 179,607 172,633
Principal collected on originated
installment contract receivables 23,332 6,000
--------- ---------
Net cash provided by operations 12,488 75,830
CASH FLOWS FROM INVESTING ACTIVITIES:
Acquisition of installment contract receivables (707) (55,848)
Proceeds from sales of acquired installment
contract receivables 3,161 7,888
Principal collected on acquired installment
contract receivables 8,896 1,995
Acquisition of property, plant and equipment (23,070) (11,617)
Decrease (increase) in restricted cash
and investments 12,434 (6,948)
--------- ---------
Net cash provided (used) by investing
activities 714 (64,530)
CASH FLOWS FROM FINANCING ACTIVITIES:
Dividends paid (1,541) 0
Proceeds from short term borrowings 48,206 62,798
Repayment of short term borrowings (58,206) (30,000)
Repayment of debt collateralized by
installment contract receivables (11,516) (13,783)
(Repurchase) issuance of stock for
incentive plans (2,965) 2,581
--------- ---------
Net cash provided (used)
by financing activities (26,022) 21,596
--------- ---------
Net increase (decrease) in cash and
cash equivalents (12,820) 32,896
Cash and cash equivalents at beginning of year 38,922 28,668
--------- ---------
Cash and cash equivalents at end of period $ 26,102 $ 61,564
========= =========
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:
Cash paid during the period for:
Interest $ 3,414 $ 6,022
Income taxes $ 30,358 $ 17,383
</TABLE>
3
<PAGE> 4
Clayton Homes, Inc.
Notes to Condensed Consolidated Financial Statements
(unaudited)
1. The condensed consolidated financial statements of Clayton
Homes, Inc. and its subsidiaries 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 Principals have been omitted. The
condensed consolidated financial statements should be read in
conjunction with the financial statements and notes thereto
included in the Company's Annual Report to Shareholders for
the year ended June 30, 1994.
The information furnished reflects all adjustments which are
necessary for a fair presentation of the Company's financial
position as of December 31, 1994 and the results of its
operations for the six months and quarter ended December 31,
1994 and 1993 and the changes in its cash position for the
same periods.
2. The results of operations for the six months and quarters
ended December 31, 1994 and 1993 are not necessarily
indicative of the results to be expected for the respective
full years.
3. Certain reclassifications have been made to the fiscal 1994
financial statements to conform to the fiscal 1995
presentation.
4. Effective for the fiscal year beginning July 1, 1993, the
Company adopted Statement of Financial Accounting Standards
No. 109 that revised the accounting for income taxes. The
effect of the adoption of this standard was to increase net
income by $3 million and is reported in the Condensed
Consolidated Statements of Income as a cumulative change in
method of accounting for income taxes effective as of July 1,
1993.
4
<PAGE> 5
PART 1 - - FINANCIAL INFORMATION
ITEM 1. Financial Statements.
See Pages 2 through 4.
ITEM 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations.
SIX MONTHS ENDED DECEMBER 31, 1994 AND 1993:
The following table shows the percentage changes in retail sales by
the Company's retail and community sales centers and in wholesale sales to
independent dealers. It also shows percentage increases in the average number
of company-owned retail sales centers, communities and independent dealers.
Comparative percentages are given for the six month periods ended December 31,
1994 and 1993:
<TABLE>
<CAPTION>
First Six Months
Fiscal year 1995 vs 1994
------------------------
<S> <C>
Retail:
Dollar sales +18.2%
Average number of sales centers +16.3%
Average dollar sales per sales center + 1.3%
Average home price + 5.3%
Wholesale:
Dollar sales +38.2%
Average number of independent dealers - 2.0%
Average dollar sales to
independent dealer +41.0%
Average home price +13.4%
Communities:
Dollar Sales +37.1%
Average number of communities +45.6%
Average dollar sales per community - 5.8%
Average home price + 9.1%
</TABLE>
Total revenues for the six months ended December 31, 1994, increased
23% because of the 25% increase in manufactured housing sales to $287 million
and the 7% increase in financial services income to $44 million. The balance
of revenue growth resulted from the 27% increase in rental and other income to
$16 million.
Net sales of the Retail Group rose 18% to $173 million due to the 5%
rise in the average home price, and the 16% increase in company-owned sales
centers. This was partially offset by the 3% decrease in the average number of
homes sold per Company sales center. The rise in the average home price is
primarily attributable to increased costs and to market factors affecting
supply and demand. These market factors allow the Company, in certain cases,
to raise retail prices on individually negotiated transactions.
5
<PAGE> 6
Net sales of the Manufacturing Group increased 38% to $103 million due
to a 22% rise in the number of homes sold and the 13% increase in the average
wholesale price to independent dealers. The average price rose primarily due
to increases in raw material cost.
Net sales of the Communities Group rose 37% to $11 million as the
average number of communities owned was up 46% and the average home price
increased 9%. The price increase is related to a shift in the product mix
toward new mulit-section homes from previously owned homes.
Financial services income increased 7%. Insurance related revenues
rose $4.9 million, and interest and loan servicing revenues increased $1.7
million. Gains on the sale of installment contract receivables decreased by
$5.5 million as compared to the prior year.
Rental and other income increased 27% primarily due to a 37% increase
in the average number of sites owned in communities and to a 45% increase in
the number of sites rented.
The following table shows the fluctuations in interest and loan
servicing revenues related to changes in interest and servicing rates and
changes in the average balances of receivables owned and receivables sold.
Receivables owned or sold are the installment contract receivables related to
the retail sale of homes by the Company or are purchased from independent
dealers and unrelated financial institutions. Receivables owned generate
interest income and are used to collateralize debt or, in certain cases,
represent the Company's subordinated interest in a pool of receivables
accounted for by the consolidated method. Receivables sold are pooled and sold
and generate gains representing the discounted present value of the excess of
principal and interest collected over the amount required to be remitted to
investors. Servicing is retained by the Company in all cases. The change due
to both rate and volume has been allocated to rate and volume fluctuations in
proportion to the relationship of the absolute dollar amounts of the change in
each. Comparative fluctuations are given between the first six months ended
December 31, 1994 and 1993:
<TABLE>
<CAPTION>
First Six Months
Fiscal year 1995 vs 1994
Increase (Decrease) Due to
-------------------------------
Rate Volume Total
---- ------ -----
(in thousands)
<S> <C> <C> <C>
Interest and loan servicing
revenues:
Receivables owned $ 361 $(1,512) $(1,151)
Receivables sold (1,029) 3,901 2,872
Master Servicing Contracts 200 (265) (65)
------- ------- -------
$ (468) $ 2,124 $ 1,656
======= ======= =======
</TABLE>
Interest and loan servicing revenues increased 6% to $30 million. The
average balance of receivables owned decreased to $226 million with an increase
in the weighted average interest rate to 12.2% from 11.9%. The average balance
of receivables sold with servicing retained increased 37% to $815 million with
a decrease in the weighted average loan service spread to 3.5% from 3.8%.
6
<PAGE> 7
Financial Services interest expense decreased $1.3 million, or 30%, to
$3.1 million. Average debt collateralized by installment contract receivables
dropped 29% from $81 million to $58 million, while the weighted average
interest rate remained at 10.8%. The terms of the debt preclude the Company
from prepaying it.
Gross profit margins decreased to 30.3% from 31.0% in the prior year's
first half. The decrease is primarily attributable to a decline in the
proportion of retail sales as a percent of total Company sales. Retail sales
represented 60% of consolidated sales this year versus 64% last year.
Provisions for LIFO reserves also contributed to the decrease.
Selling, general and administrative expenses were 30.2% of sales
versus 30.7% in the prior comparable period. The decrease is largely the
result of favorable insurance claims experience.
The provision for credit losses declined as a percent of sales to 0.7%
from 0.9% last year primarily due to the trend of credit losses as a percent
of average loans outstanding continuing to decline.
The following table sets forth delinquent installment sales contracts
as a percentage of the total number of installment sales contracts on which the
Company provided servicing and was either contingently liable or owner. A
contract is considered delinquent if any payment is past due 30 days or more.
<TABLE>
<CAPTION>
Delinquency Percentage
on December 31
1994 1993
---- ----
<S> <C> <C>
Total delinquencies as percentage
of contracts outstanding:
All contracts 2.37% 2.08%
Contracts originated by VMF 1.81% 1.68%
Contracts acquired from other
institutions 4.80% 4.01%
</TABLE>
The following table sets forth information related to loan loss/repossession
experience for all installment contract receivables on which the Company is
either contingently liable or owner:
<TABLE>
<CAPTION>
Loan Loss/Repossession Experience
for the six months ended
December 31
1994 1993
---- ----
<S> <C> <C>
Net losses as percentage of average
loans outstanding (annualized):
All contracts 0.3% 0.4%
Contracts originated by VMF 0.0% 0.1%
Contracts acquired from
other institutions 2.6% 1.9%
Number of contracts in repossession:
Total 568 551
Contracts originated by VMF 432 389
Contracts acquired from other
institutions 136 162
Total number of contracts in repossession
as percentage of total contracts 0.90% 0.94%
</TABLE>
7
<PAGE> 8
The $1.2 million increase in inventories as of December 31, 1994 from June 30,
1994 is explained as follows:
<TABLE>
<CAPTION>
(in millions)
-------------
<S> <C>
Manufacturing Group
-------------------
Decrease in finished goods $ ( .4)
Decrease in raw materials (1.6)
Retail Group
------------
Decrease in average stocking
levels at 165 sales centers owned
by the Company at June 30, 1994 (1.4)
Increase in inventory due to twelve
new company-owned sales centers 4.2
Communities Group
-----------------
Decrease in average inventory at 46
Communities owned by the Company at
June 30, 1994 (.9)
Increase in inventory due to seven new
company-owned Communities 1.3
------
$ 1.2
======
</TABLE>
On December 31, 1994, order backlogs for the Manufacturing Group
(consisting of company-owned and independent dealer orders) totaled $32.3
million, compared to $31.5 million at the same time last year.
Liquidity and Capital Resources
Cash at December 31, 1994, was $26.1 million as compared to $38.9
million on June 30, 1994. The Company anticipates meeting cash needs with cash
flows from operations, current cash balances, and the sale of installment
contracts receivable and GNMA certificates.
8
<PAGE> 9
SECOND QUARTER ENDED DECEMBER 31, 1994 AND 1993:
The following table reflects the percentage changes in retail sales by
the Company's retail sales centers and in wholesale sales to independent
dealers. It also shows the percentage increases in the average number of
company-owned retail sales centers and in independent dealers. Comparative
percentages are given for the second quarters ended December 31, 1994 and 1993:
<TABLE>
<CAPTION>
Second Quarter
Fiscal year 1995 vs 1994
------------------------
<S> <C>
Retail:
Dollar sales +22.7%
Average number of sales centers +16.6%
Average dollar sales per sales center + 6.1%
Average home price +4.6%
Wholesale:
Dollar sales +31.2%
Average number of independent dealers - 3.4%
Average dollar sales to independent dealer +36.2%
Average home price + 8.7%
Communities:
Dollar Sales +60.9%
Average number of communities +41.4%
Average dollar sales per community +10.3%
Average home price +13.4%
</TABLE>
Total revenues for the quarter ended December 31, 1994, increased 22%
primarily because of a 27% increase in manufactured housing sales to $148
million. The balance of revenue growth resulted from a 4% increase in rental
and other income to $9 million.
Net sales of the Retail Group rose 23% to $90 million primarily due to
the 6% increase in the average number of homes sold per Company sales center,
the 5% rise in the average home price and the 17% increase in the average
number of company-owned sales centers. The rise in the average home price is
primarily attributable to market factors affecting supply and demand. These
market factors allow the Company, in certain cases, to raise retail prices on
individually negotiated transactions.
Net sales of the Manufacturing Group increased 31% to $52 million due
to a 21% rise in the number of homes sold and the 9% increase in the average
wholesale price to independent dealers. The average price rose primarily due
to a slight change in product mix to multi-section homes and to increases in
lumber costs.
Net sales of the Communities Group increased 61% to $6 million
primarily due to the 10% increase in the average dollar sales per community,
the 13% increase in the average home price, and the 41% increase in the average
number of communities. The increase in the average home price relates to a
shift in the product mix toward new multi-section homes away from previously
owned homes.
Financial services income was flat at $21 million primarily due to a
gain recorded in the second quarter of last year related to the sales of
installment contract receivables. Such a sale did not occur during the second
quarter of this year. This was offset by increases in interest income on
originated receivables and in insurance income.
Rental and other income increased 4% primarily due to a 34% increase
in the average number of sites owned in communities and a 3% increase in
occupancy rates.
9
<PAGE> 10
The following table shows the fluctuations in interest and loan
servicing revenues and financial services interest expense related to changes
in interest and servicing rates and changes in the average balances of
receivables owned and receivables sold. The change due to both rate and volume
has been allocated to rate and volume fluctuations in proportion to the
relationship of the absolute dollar amounts of the change in each. Comparative
fluctuations are given between the quarters ended December 31, 1994 and 1993:
<TABLE>
<CAPTION>
Second Quarter
Fiscal year 1995 vs 1994
Increase (Decrease) Due to
---------------------------------
Rate Volume Total
---- ------ -----
(in thousands)
<S> <C> <C> <C>
Interest and loan servicing
revenues:
Receivables owned $ 1,131 $ 1,046 $ 2,177
Receivables sold (465) 1,450 985
Master Servicing Contracts 498 (930) (432)
------- ------- -------
$ 1,164 $ 1,566 $ 2,730
======= ======= =======
</TABLE>
Interest and loan servicing revenues increased $3 million or 21% to
$16 million. The average balance of receivables owned increased 18% to $237
million with an increase in the weighted average interest rate to 12.7% from
10.6%. The average balance of receivables sold with servicing retained
increased 24% to $826 million with a decrease in the weighted average loan
service spread to 3.5% from 3.8%.
Financial Services interest expense decreased $.7 million, or 30%, to
$1.5 million. Average debt collateralized by installment contract receivables
dropped 30% to $55 million while the weighted average interest rate remained at
10.8%.
Gross profit margins decreased to 30.1% from 31.5% in last year's
second quarter. The decrease is primarily attributable to additional
provisions for LIFO reserves. A decline in the proportion of retail sales as a
percent of total Company sales also contributed to the decrease. Retail sales
represented 61% of consolidated sales this year versus 63% last year.
Selling, general and administrative expenses were 29.9% of sales
versus 33.7% in the prior comparable period. The decrease is primarily due to
lower than expected insurance claims and the absence of expenses associated
with an asset-backed sale.
The provision for credit losses declined as a percent of sales to
0.7% from 0.9% last year primarily due to the trend of credit losses as a
percent of average loans outstanding continuing to decline.
The following table presents write-off experience for the quarter
ended December 31, 1994:
<TABLE>
<CAPTION>
Second Quarter Ended
December 31,
------------------------
1994 1993
---- ----
<S> <C> <C>
Net losses as percentage of average
loans outstanding (annualized):
All contracts 0.2% 0.4%
Contracts originated by VMF 0.0% 0.2%
Contracts acquired from
other institutions 2.5% 1.8%
</TABLE>
10
<PAGE> 11
PART II - - OTHER INFORMATION
ITEM 1 - There were no reportable events for Item 1 through Item 5.
ITEM 6 - - Exhibits and Reports for Form 8-K.
(a) 11. Statement regarding computation of per share
earnings:
11
<PAGE> 12
CLAYTON HOMES, INC.
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.
CLAYTON HOMES, INC.
-------------------
(Registrant)
Date: 13/February/1995 s/Joseph H. Stegmayer
----------------------- ------------------------
Joseph H. Stegmayer
President and
Chief Operating Officer
12
<PAGE> 13
INDEX TO EXHIBITS
-----------------
Exhibit
Number Description
- ------- -----------
11 Statement Regarding Computation of Per Share
Earnings
27 Financial Data Schedule
(for SEC use only)
<PAGE> 1
EXHIBIT 11
STATEMENT REGARDING COMPUTATION OF PER SHARE EARNINGS
Net income per share on a primary basis is computed on the
weighted average number of shares outstanding during the
quarter after giving effect to the equivalent shares which are
issuable upon the exercise of stock options determined by the
treasury stock method. Fully diluted earnings per share is
computed assuming conversion of convertible subordinated
debentures which converted in March of 1994. The calculation of
primary and fully diluted earnings per share follow:
<TABLE>
<CAPTION>
Quarter Six Months
Ended December 31,
(in thousands except per share data) 1994 1993 1994 1993
- ----------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Reported income before accounting
change (primary) $18,165 $14,834 $36,390 $29,662
Add: Convertible debentures interest
expense, net of tax 0 477 0 955
------- ------- ------- -------
Income before accounting change
(fully diluted) $18,165 $15,311 $36,390 $30,617
======= ======= ======= =======
Reported net income (primary) $18,165 $14,834 $36,390 $32,662
Add: Convertible debentures
interest expense, net of tax 0 477 0 955
------- ------- ------- -------
Net income (fully diluted) $18,165 $15,311 $36,390 $33,617
======= ======= ======= =======
Weighted average shares
outstanding (primary) 75,685 71,929 75,871 71,799
Shares issuable upon
conversion of all debentures 0 4,910 0 4,946
------- ------- ------- -------
Weighted average shares
outstanding (fully diluted) 75,685 76,839 75,871 76,745
======= ======= ======= =======
Earnings per share before
accounting change:
Primary $ .24 $ .21 $ .48 $ .42
Fully diluted .24 .20 .48 .40
Earnings per share:
Primary $ .24 $ .21 $ .48 $ .46
Fully diluted .24 .20 .48 .44
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from the
financial statements of Clayton Homes Inc. for the six months ended December 31,
1994 and is qualified in its entirety by reference to such financial statements.
</LEGEND>
<MULTIPLIER> 1,000
<CURRENCY> U.S. DOLLARS
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> JUN-30-1995
<PERIOD-START> JUL-01-1994
<PERIOD-END> DEC-31-1994
<EXCHANGE-RATE> 1
<CASH> 26,102
<SECURITIES> 0
<RECEIVABLES> 343,257
<ALLOWANCES> 10,375
<INVENTORY> 78,515
<CURRENT-ASSETS> 0
<PP&E> 152,953
<DEPRECIATION> 3,706
<TOTAL-ASSETS> 698,663
<CURRENT-LIABILITIES> 0
<BONDS> 59,164
<COMMON> 0
0
175,053
<OTHER-SE> 318,985
<TOTAL-LIABILITY-AND-EQUITY> 698,663
<SALES> 286,752
<TOTAL-REVENUES> 345,932
<CGS> 199,925
<TOTAL-COSTS> 291,540
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 2,000
<INTEREST-EXPENSE> 3,414
<INCOME-PRETAX> 56,190
<INCOME-TAX> 19,800
<INCOME-CONTINUING> 36,390
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 36,390
<EPS-PRIMARY> 0.48
<EPS-DILUTED> 0.48
</TABLE>
