UNITED STATES SECURITIES AND EXCHANGE
COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 1995
Commission File Number 1-3423
ENRON CORP.
(Exact name of registrant as specified in its charter)
Delaware 47-0255140
(State or other jurisdiction of (I.R.S. Employer Identification
incorporation or organization) Number)
Enron Building
1400 Smith Street
Houston, Texas 77002
(Address of principal executive (Zip Code)
offices)
(713) 853-6161
(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.
Class Outstanding at October 31, 1995
Common Stock, $.10 Par Value 251,625,248 shares
1 of 25
ENRON CORP. AND SUBSIDIARIES
TABLE OF CONTENTS
Page No.
PART I. FINANCIAL INFORMATION
ITEM 1. Financial Statements
Consolidated Statement of Income - Three
Months Ended September 30, 1995 and 1994 and
Nine Months Ended September 30, 1995 and 1994 3
Consolidated Balance Sheet - September 30, 1995
and December 31, 1994 4
Consolidated Statement of Cash Flows - Nine
Months Ended September 30, 1995 and 1994 6
Notes to Consolidated Financial Statements 7
ITEM 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations 11
PART II. OTHER INFORMATION
ITEM 1. Legal Proceedings 24
ITEM 6. Exhibits and Reports on Form 8-K 24
<PAGE>
<TABLE>
PART 1. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
ENRON CORP. AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF INCOME
(In Thousands, Except Per Share Amounts)
(Unaudited)
<CAPTION>
Three Months Ended Nine Months Ended
September 30, September 30,
1995 1994 1995 1994
<S> <C> <C> <C> <C>
Revenues $2,185,805 $2,030,663 $6,639,100 $6,397,099
Costs and Expenses
Cost of gas and other products 1,556,549 1,476,889 4,726,462 4,630,825
Operating expenses 273,075 241,860 750,569 714,128
Amortization of deferred contract
reformation costs 4,238 20,593 19,068 65,490
Oil and gas exploration expenses 17,654 19,531 60,629 57,814
Depreciation, depletion and
amortization 111,050 103,350 321,290 328,222
Taxes, other than income taxes 28,363 23,703 85,373 77,873
1,990,929 1,885,926 5,963,391 5,874,352
Operating Income 194,876 144,737 675,709 522,747
Other Income and Deductions
Equity in earnings of
unconsolidated subsidiaries 21,225 36,505 48,952 74,183
Interest income 4,827 8,068 19,293 25,560
Other, net 18,400 15,259 97,263 86,851
Income before Interest, Minority
Interests and Income Taxes 239,328 204,569 841,217 709,341
Interest and Related Charges, net 75,863 64,783 213,790 201,875
Dividends on Preferred Stock of
Subsidiaries 8,513 5,362 24,209 13,912
Minority Interests 11,003 8,193 34,285 21,088
Income Taxes 43,366 30,236 179,355 127,807
Net Income 100,583 95,995 389,578 344,659
Preferred Stock Dividends 3,777 3,702 11,405 11,145
Earnings on Common Stock $ 96,806 $ 92,293 $ 378,173 $ 333,514
Earnings Per Share of Common Stock
Primary $ 0.40 $ 0.38 $ 1.55 $ 1.37
Fully diluted $ 0.37 $ 0.36 $ 1.45 $ 1.30
Average Number of Common Shares
Used in Primary Computation 243,940 243,858 243,667 243,150
<FN>
The accompanying notes are an integral part of these consolidated financial statements.
</TABLE>
<PAGE>
<TABLE>
PART 1. FINANCIAL INFORMATION - (Continued)
ITEM 1. FINANCIAL STATEMENTS - (Continued)
ENRON CORP AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEET
(In Thousands)
(Unaudited)
<CAPTION>
September 30, December 31,
1995 1994
<S> <C> <C>
Assets
Current Assets
Cash and cash equivalents $ 106,344 $ 132,336
Trade receivables 565,335 604,985
Other receivables 299,683 233,213
Transportation and exchange gas receivable 123,569 98,787
Inventories 127,320 138,405
Assets from price risk management activities 561,111 449,588
Other 233,668 251,679
Total Current Assets 2,017,030 1,908,993
Investments and Other Assets
Investments in unconsolidated subsidiaries 1,150,965 1,065,189
Assets from price risk management activities 1,704,096 1,027,945
Other 1,352,658 1,225,224
Total Investments and Other Assets 4,207,719 3,318,358
Property, Plant and Equipment, at cost 11,124,466 10,964,401
Less accumulated depreciation, depletion
and amortization 4,320,602 4,225,741
Net Property, Plant and Equipment 6,803,864 6,738,660
Total Assets $13,028,613 $11,966,011
<FN>
The accompanying notes are an integral part of these consolidated
financial statements.
</TABLE>
<PAGE>
<TABLE>
PART 1. FINANCIAL INFORMATION - (Continued)
ITEM 1. FINANCIAL STATEMENTS - (Continued)
ENRON CORP AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEET
(In Thousands)
(Unaudited)
<CAPTION>
September 30, December 31,
1995 1994
<S> <C> <C>
Liabilities and Shareholders' Equity
Current Liabilities
Accounts payable $ 740,561 $ 924,446
Transportation and exchange gas payable 119,101 114,124
Accrued taxes 118,152 90,906
Accrued interest 62,877 58,569
Liabilities from price risk management
activities 502,323 522,070
Other 318,864 587,271
Total Current Liabilities 1,861,878 2,297,386
Long-Term Debt 3,425,204 2,805,142
Deferred Credits and Other Liabilities
Deferred income taxes 2,009,223 1,893,450
Deferred revenue 216,639 256,298
Liabilities from price risk management
activities 1,186,541 575,377
Other 510,066 591,134
Total Deferred Credits and Other
Liabilities 3,922,469 3,316,259
Minority Interests 315,821 290,146
Preferred Stock of Subsidiary Companies 395,750 376,750
Shareholders' Equity
Convertible preferred stock 138,605 140,498
Common stock 25,373 25,308
Additional paid in capital 1,792,544 1,788,044
Retained earnings 1,574,335 1,351,297
Cumulative foreign currency translation
adjustment (149,570) (158,881)
Common stock held in treasury (62,827) (41,090)
Other (including Flexible Equity Trust) (210,969) (224,848)
3,107,491 2,880,328
Total Liabilities and Shareholders' Equity $13,028,613 $11,966,011
<FN>
The accompanying notes are an integral part of these consolidated
financial statements.
</TABLE>
<PAGE>
<TABLE>
PART I. FINANCIAL INFORMATION - (Continued)
ITEM 1. FINANCIAL STATEMENTS - (Continued)
ENRON CORP. AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF CASH FLOWS
(In Thousands)
(Unaudited)
<CAPTION>
Nine Months Ended
September 30,
1995 1994
<S> <C> <C>
Cash Flows From Operating Activities
Reconciliation of net income to net cash
provided by (used in) operating activities
Net income $ 389,578 $ 344,659
Depreciation, depletion and amortization 321,290 328,222
Oil and gas exploration expenses 60,629 57,814
Amortization of deferred contract
reformation costs 19,068 65,490
Deferred income taxes 127,631 66,046
Gain on sale of assets (123,174) (79,691)
Regulatory, litigation and other
contingency adjustments (32,168) (27,106)
Changes in components of working capital (478,671) (471,238)
Deferred contract reformation costs (14,376) (46,030)
Amortization of production payments (32,418) (32,419)
Net assets from price risk management
activities (196,256) (190,844)
Other, net 1,028 (77,807)
Net Cash Provided by (Used in) Operating
Activities 42,161 (62,904)
Cash Flows From Investing Activities
Proceeds from sale of assets and
investments 186,938 272,830
Additions to property, plant and equipment (531,315) (448,316)
Equity investments (90,660) (375,859)
Other investments (42,496) (39,624)
Net Cash Used in Investing Activities (477,533) (590,969)
Cash Flows From Financing Activities
Issuance of long-term debt 639,538 39,871
Net increase in short-term borrowings 227,933 876,146
Repayment of long-term debt (245,631) (159,966)
Acquisition of treasury stock (89,523) (3,124)
Issuance of treasury stock 47,639 -
Issuance of common stock 19,806 60,080
Issuance of preferred stock - 72,787
Dividends paid (190,382) (172,819)
Net Cash Provided by Financing Activities 409,380 712,975
Increase (Decrease) in Cash and Cash
Equivalents (25,992) 59,102
Cash and Cash Equivalents, Beginning of Period 132,336 140,240
Cash and Cash Equivalents, End of Period $ 106,344 $ 199,342
<FN>
The accompanying notes are an integral part of these
consolidated financial statements.
</TABLE>
<PAGE>
PART I. FINANCIAL INFORMATION - (Continued)
ITEM 1. FINANCIAL STATEMENTS - (Continued)
ENRON CORP. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
1. The consolidated financial statements included herein
have been prepared by Enron Corp. (Enron) without audit
pursuant to the rules and regulations of the Securities and
Exchange Commission. Accordingly, these statements reflect
all adjustments (consisting only of normal recurring
entries) which are, in the opinion of management, necessary
for a fair statement of the financial results for the
interim periods. Certain information and notes normally
included in financial statements prepared in accordance with
generally accepted accounting principles have been condensed
or omitted pursuant to such rules and regulations, although
Enron believes that the disclosures are adequate to make the
information presented not misleading. These consolidated
financial statements should be read in conjunction with the
financial statements and the notes thereto incorporated into
Enron's Annual Report on Form 10-K for the year ended
December 31, 1994 (Form 10-K).
Certain reclassifications have been made in the 1994
amounts to conform with the 1995 presentation.
"Enron" is used from time to time herein as a collective
reference to Enron Corp. and its subsidiaries and
affiliates, which are from time to time referenced herein
for reporting purposes as business segments. In material
respects, the businesses of Enron are conducted by the
subsidiaries and affiliates whose operations are managed by
their respective officers.
2. SUPPLEMENTAL CASH FLOW INFORMATION
Cash paid for income taxes for the first nine months of
1995 and 1994 was $6.0 million and $44.8 million,
respectively. Cash paid for interest expense for the same
periods, net of amounts capitalized, was $212.8 million and
$192.1 million, respectively.
Non-cash investing and financing activities for the nine
months ended September 30, 1995 included the issuance by a
subsidiary of redeemable preferred stock with a
liquidation/redemption value of $19 million in exchange for
certain oil and gas properties.
Changes in components of working capital are as follows
(in thousands):
<TABLE>
<CAPTION>
Nine Months Ended September 30,
1995 1994
<S> <C> <C>
Receivables $(51,602) $ (52,967)
Inventories 11,085 (23,357)
Prepayments (22,917) 16,300
Payables (178,908) (327,251)
Accrued taxes 27,246 2,475
Accrued interest 4,308 3,350
Other (267,883) (89,788)
$(478,671) $(471,238)
</TABLE>
3. LITIGATION AND CONTINGENCIES
As reported in the Form 10-K, TransAmerican Natural Gas
Corporation (TransAmerican) filed a petition against Enron
Corp. and Enron Oil & Gas Company (EOG) alleging breach of
confidentiality agreements, misappropriation of trade
secrets and unfair competition with respect to four tracts
in Webb County, Texas, which EOG leased for their oil and
gas exploration and development potential. TransAmerican
sought actual damages of $100 million and exemplary damages
of $300 million. EOG filed claims against TransAmerican and
its sole shareholder alleging common law fraud, negligent
misrepresentation and breach of state antitrust laws. On
April 6, 1994, Enron Corp. was granted summary judgment,
wherein the court ordered that TransAmerican take nothing on
its claims against Enron Corp. On October 16, 1995, EOG,
TransAmerican and its sole shareholder entered into an
agreement which resolved all claims. Enron believes that
the settlement will not have a materially adverse effect on
its financial position or results of operations.
During October 1994, an explosion occurred at Enron's
methanol plant in Pasadena, Texas. Before the explosion,
the plant was producing approximately 420,000 gallons of
methanol per day, approximately half of which was being used
at Enron's MTBE plant. There were no fatalities or serious
injuries as a result of the explosion. The plant was placed
back into commercial operation in June 1995. Based upon
business interruption and other insurance coverages, Enron
currently anticipates that the explosion will not have a
materially adverse effect on its financial position or
results of operations.
In connection with a Power Purchase Agreement dated
December 8, 1993, as amended, between Dabhol Power Company,
Enron's 80%-owned subsidiary, and the Maharashtra State
Electricity Board (the MSEB), Dabhol Power Company has been
developing Phase I (approximately 695 megawatts) of a 2,015
megawatt electricity generating power plant south of Bombay,
State of Maharashtra, India (the Project). Financial
closing occurred and Project construction began on March 1,
1995. After construction had begun, and following elections
to the Maharashtra Legislative Assembly, a new coalition
government took office in the State of Maharashtra. The new
coalition government appointed a review committee to study
the Project, and on August 3, 1995, announced the State
government's intention to terminate the Project. Work on
the Project was ordered stopped by the MSEB, and
construction ceased on August 8, 1995. Enron believes that
such actions were in clear violation of the contract and in
response to these actions, Dabhol Power Company is pursuing
two courses of action. First, pursuant to Dabhol Power
Company's remedies in the agreements with the State
government, arbitration has commenced in London against the
State government for the actions it has taken to terminate
the Project. Dabhol Power Company seeks to recover all of
its construction and other expenses, in addition to lost
profits. The arbitration tribunal has been appointed and
one arbitration hearing has occurred in London with a
subsequent hearing scheduled for late November 1995.
Second, Dabhol Power Company has both orally and in writing
communicated to the Maharashtra State government its desire
to go forward with construction of the Project and its
willingness to resolve any outstanding issues, and
discussions to resolve outstanding issues have begun.
Although the outcome of neither
the arbitration nor the renegotiation process can be
predicted with certainty, based on currently available
information, Enron believes that the ultimate outcome of the
Project will not have a materially adverse effect on its
financial position.
In March 1993, Enron entered into long-term gas contracts
with Phillips Petroleum Company United Kingdom Limited,
British Gas Exploration and Production Limited and Agip
(U.K.) Limited to purchase all of the future gas production
from the J-Block field which is located in the North Sea
offshore the United Kingdom (the J-Block Contracts). Such
agreements provide for Enron to take or pay for the gas at a
fixed price (with possible escalations throughout the
contract period). Gas paid for, but not taken, may be
recovered in later contract years. The J-Block Contracts
provide for a first delivery date of not later than October
1, 1996. The contract price for such natural gas is in
excess of current spot market prices in the United Kingdom.
In September 1995, Enron announced that, in accordance
with its contractual rights, it had notified the J-Block
sellers that Enron's nominations for gas from the J-Block
fields were estimated to be zero from the first delivery
date through September 30, 1997. In addition, in accordance
with its contractual rights, Enron has made no estimated
nominations for J-Block gas to date under the J-Block
Contracts for the contract year ending September 30, 1998.
Enron continues its good faith efforts to develop
mutually beneficial solutions regarding pricing terms so
that production from J-Block can begin as soon as possible.
Enron believes that there are many commercial reasons for
the parties to resolve any contract issues, but efforts have
not been successful to date. Enron has advised the J-Block
sellers that it intends to assert all legal rights, exercise
all available commercial flexibility and pursue all
available commercial and legal remedies under the J-Block
Contracts, and stands ready and able to perform all legal
obligations under the J-Block Contracts, including potential
pre-payments for gas to be taken in later years.
The long-term market demand for J-Block gas supply
remains favorable and Enron anticipates being able to meet
all of its various short- and long-term market commitments.
Although no assurances can be given, based upon the
foregoing and other information currently available, Enron
does not at this time anticipate that the J-Block Contracts
will have a materially adverse effect on Enron's financial
position.
4. Impairment of Long-Lived Assets
In March 1995, the Financial Accounting Standards Board
issued Statement of Financial Accounting Standards No. 121 -
"Accounting for the Impairment of Long-Lived Assets and for
Long-Lived Assets to be Disposed Of" (the "Standard"). The
Standard requires, among other things, that long-lived
assets and certain identifiable intangibles to be held and
used by an entity be reviewed for impairment whenever events
or changes in circumstances indicate that the carrying
amount of an asset may not be recoverable. Enron is
required to adopt the Standard no later than the first
quarter of 1996. While Enron has not finalized its
evaluation of the effect of adoption of the Standard, its
evaluation to date indicates that application of the
Standard to its current portfolio of assets could
result in non-cash impairment charges ranging from $5 million
to $60 million ($3 million to $31 million after minority
interests and Federal income taxes).
5. Registration of EOG Shares
In November 1995, EOG filed a registration statement with
the Securities and Exchange Commission relating to a public
offering of 27 million outstanding shares (not including
shares related to the underwriters' over-allotment options)
of EOG common stock currently held by Enron. Concurrently,
Enron filed a registration statement relating to Enron Corp.
Exchangeable Notes, which will be mandatorily exchangeable
in three years into a maximum of 10 million shares (not
including notes related to the underwriters' over-allotment
option) of EOG common stock owned by Enron.
Enron currently owns 80 percent of EOG. Upon completion
of the proposed offerings, and assuming the maximum number
of shares of EOG common stock is mandatorily exchanged at
the maturity of the Exchangeable Notes and all underwriter
over-allotment options are exercised in full, Enron will own
approximately 54 percent of EOG's outstanding common stock.
There is no assurance that the offerings will be
completed or of the ultimate amount of proceeds to be
received by Enron.
<PAGE>
PART I. FINANCIAL INFORMATION - (Continued)
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
ENRON CORP. AND SUBSIDIARIES
RESULTS OF OPERATIONS
Third Quarter 1995
vs. Third Quarter 1994
The following review of Enron's results of operations
should be read in conjunction with the Consolidated
Financial Statements.
CONSOLIDATED NET INCOME
Enron's third quarter 1995 net income increased to $100.6
million as compared to $96.0 million during the third
quarter of 1994. Net income in the third quarter of 1995
benefited from increased earnings in all operating segments
except the Transportation and Operation and Exploration and
Production segments, partially offset by higher interest and
related charges, dividends on preferred stock of
subsidiaries and income tax expense. Earnings per share rose
to $0.40 in the third quarter of 1995 from $0.38 in the same
period in 1994.
INCOME BEFORE INTEREST, MINORITY INTERESTS AND INCOME TAXES
The following table presents income before interest,
minority interests and income taxes (IBIT) for each of
Enron's operating segments (in millions).
<TABLE>
<CAPTION>
Third Quarter Increase
1995 1994 (Decrease)
<S> <C> <C> <C>
Transportation and Operation $ 83 $ 87 $(4)
Domestic Gas and Power Services 60 44 16
International Gas and Power Services 40 23 17
Exploration and Production 53 64 (11)
Corporate and Other 3 (13) 16
Total $239 $205 $34
</TABLE>
TRANSPORTATION AND OPERATION
The transportation and operation segment includes Enron's
regulated natural gas pipelines, construction, management
and operation of pipelines, liquids and clean fuels plants
and power facilities and Enron's investment in crude oil
marketing and transportation operations conducted by EOTT
Energy Partners, L.P. (EOTT) and liquids pipeline
operations. The segment's IBIT decreased $4 million during
the third quarter of 1995 as compared to the same period in
1994. The following discussion analyzes the significant
changes in the various components of IBIT for the
transportation and operation segment.
REVENUES
Revenues of the transportation and operation segment
decreased $28 million (13%) during the third quarter of 1995
as compared to the same period in 1994. The decrease in
revenues primarily reflects lower recoveries of certain
transition costs at Northern Natural Gas Company (Northern
Natural).
COSTS AND EXPENSES
Operating expenses in the transportation and operation
segment declined $13 million (14%) during the third quarter
of 1995 as compared to the same period in 1994. The decline
primarily reflects lower operating expenses of the regulated
natural gas pipelines due to lower transmission, compression
and storage transition costs.
Amortization of deferred contract reformation costs
decreased $16 million (79%) during the third quarter of 1995
as compared to the same period in 1994 primarily due to the
completion by Northern Natural of the recovery of certain
transition costs in early 1995.
OTHER INCOME AND DEDUCTIONS
Equity in earnings of unconsolidated subsidiaries
decreased $12 million during the third quarter of 1995 as
compared to the same period in 1994 primarily reflecting a
charge to fully reflect the termination by EOTT of its West
Coast processing operations. Additionally, earnings from
Citrus Corp. decreased due to higher allowance for funds
used during construction of Florida Gas Transmission's Phase
III pipeline expansion during the third quarter of 1994,
partially offset by higher operating income from the
expansion in the same period of 1995.
Other income, net increased $6 million for the third
quarter of 1995 compared to the same period in 1994. The
increase was primarily due to a gain of $9 million related
to the disposition of non-strategic gathering facilities.
DOMESTIC GAS AND POWER SERVICES
Enron's domestic gas and power activities are conducted
by Enron Capital & Trade Resources Corp. (ECT) and can be
categorized into three business lines: Cash and Physical,
Risk Management and Finance. The domestic gas and power
services segment's IBIT for the third quarter of 1995
increased by $16 million (37%) from the same period in 1994.
The following discussion analyzes the contributions to IBIT
for each of these businesses.
Volume and price statistics (including intercompany
amounts) are as follows:
<TABLE>
<CAPTION>
Third Quarter
1995 1994
<S> <C> <C>
Physical/Notional Quantities (BBtue/d) (1)
Firm (2) 4,601 4,872
Interruptible 2,525 2,189
Transport Volumes 745 603
Financial Settlements (Notional) 29,681 19,345
Total 37,552 27,009
Production Payments and Financings
Arranged (In Millions) $65.1 $102.0
Fixed Price Contract Originations
(TBtue) (3) 1,542 1,810
Electricity (Thousand megawatt hours)
Owned Production 945 918
Transaction Volumes Marketed 2,336 343
(1) Billion British thermal units equivalent per day.
(2) Commitments to deliver a specified volume of gas at a
fixed or market responsive price.
(3) Trillion British thermal units equivalent.
The cash and physical operations include earnings from
physical contracts of one year or less involving marketing
and transportation of physical natural gas, liquids,
electricity and other commodities, earnings from the
management of ECT's contract portfolio and earnings related
to the physical assets of ECT, including domestic gas
processing activity. Also reported in this business are the
effects of actual settlements of ECT's long-term physical
and notional quantity-based contracts. The cash and
physical operations' earnings before overhead expenses were
$36 million in the third quarter of 1995 and $19 million in
the same period in 1994. The earnings from this business
unit increased in the third quarter of 1995 primarily due to
increased earnings related to electricity marketing and
ECT's physical gas assets. This was somewhat offset by
decreased earnings from clean fuels activities.
The risk management operations consist of market
origination activity on new long-term contracts
(transactions greater than one year) and restructuring of
existing long-term contracts. Third quarter earnings before
overhead expenses from this unit decreased from $44 million
in 1994 to $31 million in 1995 primarily due to lower
earnings from long-term contracts with independent power
plants.
ECT's finance operations provide capital to customers
through various product offerings. Earnings before overhead
expenses from this unit increased from $11 million in the
third quarter of 1994 to $19 million in the third quarter of
1995, primarily due to the partial sale of its interests in
certain equity investments.
ECT's overhead expenses such as rent, systems expenses
and other support group costs were $26 million in the third
quarter of 1995 and $30 million in the same period in 1994.
These costs decreased by 14% in the third quarter of 1995
due to timing of certain expenses in the current year.
INTERNATIONAL GAS AND POWER SERVICES
The international segment includes earnings from the
development and promotion of natural gas pipeline and power
projects, commercial power generation activities outside of
North America and activities of Enron Global Power &
Pipelines L.L.C. The segment's IBIT increased $17 million
during the third quarter of 1995 as compared to the same
period in 1994. The following discussion analyzes the
significant changes in the segment's results.
NET REVENUES
Net revenues (gross revenues less cost of gas and other
products) for the international segment increased by $29
million (159%) in the third quarter of 1995 as compared with
1994. This increase is primarily due to revenues of $24
million which were recognized as a result of the
satisfaction of Enron's support obligations related to the
formation of Enron Global Power & Pipelines L.L.C.
COSTS AND EXPENSES
Operating expenses increased $2 million (12%) during the
third quarter of 1995 as compared to the same period in 1994
primarily as a result of increased international activities.
Depreciation and amortization expense increased $5 million
as a result of increased international project activities.
OTHER INCOME AND DEDUCTIONS
Equity in earnings of unconsolidated subsidiaries
decreased by $1 million during the third quarter of 1995
compared to the same period in 1994 reflecting decreased
earnings from the Teesside facility in the United Kingdom
following the promotion of a portion of Enron's interest in
its power assets in the first quarter of 1995.
EXPLORATION AND PRODUCTION
The exploration and production segment's IBIT decreased
to $53 million in the third quarter of 1995 from $64 million
in the same period of 1994. These results include the
impact of hedges placed by Enron on open commodity positions
not hedged by EOG. The following discussion analyzes the
significant changes in the segment's results.
Wellhead volume and price statistics (including
intercompany amounts) are as follows:
</TABLE>
<TABLE>
<CAPTION>
Third Quarter
1995 1994
<S> <C> <C>
Natural Gas Volumes (MMcf/d) (1)
North America (2) 657 606
Trinidad 112 66
Total 769 672
Average Natural Gas Prices ($/Mcf)
North America (3) $1.24 $1.55
Trinidad 0.97 0.93
Total Composite 1.20 1.49
Crude/Condensate Volumes (MBbl/d) (1)
North America 12.0 10.1
Trinidad 5.9 2.7
India 2.3 -
Total 20.2 12.8
Average Crude/Condensate Prices ($/Bbl)
North America $16.57 $16.81
Trinidad 15.76 16.28
India 16.10 -
Total Composite 16.28 16.70
(1) Million cubic feet per day or thousand barrels per day,
as applicable.
(2) Includes 48 MMcf per day for the three-month periods
ended September 30, 1995 and 1994 delivered under the
terms of volumetric production payment and exchange
agreements effective October 1, 1992, as amended.
(3) Includes an average equivalent wellhead value of
$0.62/Mcf and $1.13/Mcf for the three-month periods ended
September 30, 1995 and 1994, respectively, for the
volumes described in note (2), net of transportation
costs.
REVENUES
The exploration and production segment's gross revenues
decreased from $199 million in the third quarter of 1994 to
$183 million in the third quarter of 1995. The decline
primarily reflects a $30 million reduction in gains realized
on sales of reserves and related assets as a result of a
major sale completed in the third quarter of 1994. Gains on
sales of reserves and related assets totaled $3 million
during the third quarter of 1995 compared to $33 million
during the same period in 1994. The impact of lower
wellhead natural gas prices was mitigated by increased
wellhead volumes and gains of $20 million on EOG's natural
gas commodity price hedging activities in the third quarter
of 1995 compared to $4 million in the third quarter of 1994.
Gains related to hedges placed by Enron on open commodity
positions not hedged by EOG totaled $16 million during the
third quarter of 1995 compared to $11 million during the
comparable period in 1994.
Because of significantly lower average wellhead natural
gas prices, U.S. wellhead natural gas volumes were
voluntarily curtailed by an average of 150 Mmcf/d during the
third quarter of 1995 compared to an average of 140 Mmcf/d
during the same period in 1994. The effects of these
curtailments were offset by increased volumes resulting from
acquisitions made during 1995.
COSTS AND EXPENSES
The cost of gas sold in connection with other natural gas
marketing activities declined $14 million (51%) from the
third quarter of 1994 compared to the same period in 1995
due to lower average associated costs per Mcf and decreased
other natural gas marketing volumes.
Operating and exploration expenses for the exploration
and production segment increased $4 million (9%) during the
third quarter of 1995 when compared to the same period in
1994 primarily due to increased lease and well expenses
reflecting higher volumes and expanded international
activities.
Depreciation, depletion and amortization (DD&A) expense
increased $2 million (3%) reflecting increased production
volumes partially offset by a decline in the average DD&A
rate from $0.79 per thousand cubic feet equivalent (Mcfe) in
the third quarter of 1994 to $0.68 per Mcfe in the third
quarter of 1995. The decrease in the DD&A rate is primarily
due to an increase in the amount of North America volumes
coming from lower cost fields, the disposition of higher
cost properties and increased international volumes at lower
than average domestic DD&A rates.
CORPORATE AND OTHER
The corporate and other segment's IBIT increased to $3
million in the third quarter of 1995 due to timing of
certain employee benefit and insurance expenses in the
current year.
INTEREST AND RELATED CHARGES, NET
Interest and related charges, shown net of capitalized
interest, increased from $65 million in the third quarter of
1994 to $76 million in the third quarter of 1995. This
increase is primarily due to higher debt levels and
increased interest rates.
DIVIDENDS ON PREFERRED STOCK OF SUBSIDIARY COMPANIES
The increase in dividends on preferred stock of
subsidiaries reflects the issuance by Enron Capital
Resources, L.P. of 3 million shares of 9% Cumulative
Preferred Securities, Series A ($25 per share liquidation
value) in August 1994, the issuance in December 1994 of 880
shares of 8.57% Preferred Stock, $0.001 par value ($100,000
per share liquidation value) by Enron Equity Corp. and the
issuance in March 1995 by Enron Oil & Gas - Carthage, Inc.
of 19,000 shares of Non-Voting Preferred Stock, $0.01 par
value (liquidation/redemption value of $1,000 per share)
with dividends payable at an annual rate of $70 per share.
INCOME TAXES
Income taxes increased during the third quarter of 1995
as compared to the third quarter of 1994 primarily as a
result of higher pretax income and a decrease in tight gas
sand Federal tax credits.
RESULTS OF OPERATIONS
Nine Months Ended September 30, 1995
vs. Nine Months Ended September 30, 1994
The following review of Enron's results of operations
should be read in conjunction with the Consolidated
Financial Statements.
CONSOLIDATED NET INCOME
Enron's net income for the nine months ended September
30, 1995 (the 1995 Period) increased to approximately $390
million as compared to approximately $345 million during the
nine months ended September 30, 1994 (the 1994 Period). The
increase in consolidated net income primarily reflects
improved income before interest, minority interests and
income taxes for all of Enron's operating segments,
partially offset by higher interest and related charges,
dividends on preferred stock of subsidiaries and income tax
expense. Earnings per share rose to $1.55 in the 1995
Period from $1.37 in the 1994 Period.
INCOME BEFORE INTEREST, MINORITY INTERESTS AND INCOME TAXES
The following table presents income before interest,
minority interests and income taxes (IBIT) for each of
Enron's operating segments (in millions).
</TABLE>
<TABLE>
<CAPTION>
Nine Months
Ended September 30,
1995 1994 Increase
<S> <C> <C> <C>
Transportation and Operation $333 $314 $ 19
Domestic Gas and Power Services 158 139 19
International Gas and Power Services 115 86 29
Exploration and Production 196 144 52
Corporate and Other 39 26 13
Total $841 $709 $132
</TABLE>
TRANSPORTATION AND OPERATION
The transportation and operation segment realized a $19
million increase in IBIT for the 1995 Period as compared to
the 1994 Period. The following discussion analyzes the
significant changes in the various components of IBIT for
the transportation and operation segment.
REVENUES
Revenues of the transportation and operation segment
decreased $99 million (13%) during the 1995 Period as
compared to the 1994 Period. The decrease in revenues
primarily reflects lower recoveries of certain transition
costs at Northern Natural. Additionally, the reduction in
Enron's ownership interest in EOTT in March 1994 contributed
to the decline in revenue.
COSTS AND EXPENSES
The cost of gas and other products sold by the
transportation and operation segment decreased by $23
million (43%) during the 1995 Period as compared to the 1994
Period primarily as a result of decreased gas purchases by
Northern Natural.
Operating expenses in the transportation and operation
segment declined by $26 million (10%) during the 1995 Period
as compared to the 1994 Period. The decline primarily
reflects lower operating expenses of the regulated natural
gas pipelines due to lower transmission, compression and
storage transition costs. Additionally, operating expenses
decreased as a result of the decreased ownership interest in
EOTT.
Amortization of deferred contract reformation costs
decreased $46 million (71%) during the 1995 Period as
compared to the 1994 Period primarily due to the completion
by Northern Natural of the recovery of certain transition
costs in early 1995.
OTHER INCOME AND DEDUCTIONS
Equity in earnings of unconsolidated subsidiaries
decreased by $22 million (65%) during the 1995 Period as
compared to the 1994 Period reflecting decreased earnings
from EOTT and charges to reflect the termination by EOTT of
its West Coast processing operations, as previously
discussed.
Other income, net, increased $44 million primarily due to
gains related to the disposition of non-strategic natural
gas processing and gathering facilities.
DOMESTIC GAS AND POWER SERVICES
The domestic gas and power services segment had a $19
million increase in income before interest, minority
interest and income taxes for the 1995 Period as compared to
the 1994 Period. The following discussion analyzes the
contributions to IBIT for the segment's business lines.
Volume and price statistics (including intercompany
amounts) are as follows:
<TABLE>
<CAPTION>
Nine Months Ended
September 30,
1995 1994
<S> <C> <C>
Physical/Notional Quantities (BBtue/d) (1)
Firm (2) 5,197 4,814
Interruptible 2,308 1,969
Transport Volumes 599 578
Financial Settlements (Notional) 31,509 14,917
Total 39,613 22,278
Production Payments and Financings
Arranged (In Millions) $168.6 $ 312.8
Fixed Price Contract Originations
(TBtue) (3) 5,055 4,818
Electricity (Thousand megawatt hours)
Owned Production 2,599 2,433
Transaction Volumes Marketed 4,656 345
<FN>
(1) Billion British thermal units equivalent per day.
(2) Commitments to deliver a specified volume of gas at a
fixed or market responsive price.
(3) Trillion British thermal unit equivalent.
</TABLE>
The cash and physical operations' earnings before
overhead expenses were $85 million and $104 million in the
1995 and 1994 Periods, respectively. Earnings from this
business unit decreased due to lower margins for physical
natural gas resulting from less volatile market conditions
due to mild weather in the first quarter of 1995 and
decreased earnings from clean fuels activities. This
decrease was partially offset by an increase in earnings
from electricity marketing and ECT's physical gas assets.
Earnings before overhead expenses for the risk management
business were $115 million in the 1995 Period and $101
million in the 1994 Period. This increase was due primarily
to earnings related to long-term gas supply contracts with
independent power plants and the utility sector (including
$19 million associated with the non-affiliated portion of
earnings from a long-term gas supply contract with a 50%
owned independent power plant).
ECT's finance operations earnings before overhead
expenses were $36 million in the 1995 Period compared with
$8 million for the 1994 Period. This increase was due
primarily to the finance segment's share of earnings
associated with long-term gas supply contracts with the
independent power plant discussed above and the partial sale
of its interests in certain equity investments.
ECT's overhead expenses were $78 million in the 1995
Period and $74 million in the 1994 Period. These costs
increased by 6% in the first nine months of 1995 due to
continued expansion into new markets and increased expenses
for insurance and employee benefits.
INTERNATIONAL GAS AND POWER SERVICES
The international segment's IBIT increased $29 million
(34%) during the 1995 Period as compared to the 1994 Period.
The following discussion analyzes the significant changes in
the segment's results.
NET REVENUES
Net revenues for the international segment increased by
$63 million (74%) in the 1995 Period as compared to the 1994
Period. Included in 1995 were $24 million from the promotion
of a portion of Enron's interest in its power assets at
Teesside in the United Kingdom and increased net revenues
from the natural gas marketing operations in Europe. In
addition, revenues of $48 million were recognized as a
result of the satisfaction of Enron's support obligations
related to the formation of Enron Global Power & Pipelines
L.L.C. The 1994 results included revenues of approximately
$31 million from the promotion on the sale of certain
liquids processing facilities at Teesside.
COSTS AND EXPENSES
Operating expenses increased $12 million (28%) during the
1995 Period as compared to the 1994 Period primarily as a
result of increased international activities. Depreciation
and amortization expense increased $10 million as a result
of increased international project activities.
OTHER INCOME AND DEDUCTIONS
Equity in earnings of unconsolidated subsidiaries
increased $6 million primarily as a result of increased
earnings from Teesside and improved results from Enron
Americas' Venezuelan manufacturing operations. Other
income, net decreased $16 million due primarily to foreign
exchange gains realized by Enron Americas in the 1994
Period.
EXPLORATION AND PRODUCTION
The exploration and production segment's IBIT increased
36% to $196 million in the 1995 Period from $144 million in
the 1994 Period. These results include the impact of hedges
placed by Enron on open commodity positions not hedged by
EOG. The following discussion analyzes the significant
changes in the segment's results.
Wellhead volume and price statistics (including
intercompany amounts) are as follows:
<TABLE>
<CAPTION>
Nine Months Ended
September 30,
1995 1994
<S> <C> <C>
Natural Gas Volumes (MMcf/d) (1)
North America (2) 609 680
Trinidad 110 63
Total 719 743
Average Natural Gas Prices ($/Mcf)
North America (3) $1.28 $1.76
Trinidad 0.97 0.93
Total Composite 1.23 1.69
Crude/Condensate Volumes (MBbl/d) (1)
North America 11.5 9.4
Trinidad 4.8 2.6
India 2.3 -
Total 18.6 12.0
Average Crude/Condensate Prices ($/Bbl)
North America $17.01 $15.25
Trinidad 16.16 15.20
India 16.82 -
Total Composite 16.77 15.24
<FN>
(1) Million cubic feet per day or thousand barrels per day,
as applicable.
(2) Includes 48 MMcf per day for the nine-month periods ended
September 30, 1995 and 1994 delivered under the terms of
volumetric production payment and exchange agreements
effective October 1, 1992, as amended.
(3) Includes an average equivalent wellhead value of $.76/Mcf
and $1.32/Mcf for the nine-month periods ended September
30, 199 and 1994, respectively, for the volumes
described in note (2), net of transportation costs.
</TABLE>
REVENUES
The exploration and production segment's gross revenues
increased $12 million (2%) during the 1995 Period as
compared to the 1994 Period. The increase reflects gains on
sales of reserves and related assets of $63 million in the
1995 Period compared with $52 million in the 1994 Period, as
well as increased crude and condensate volumes and prices.
The impact of reduced wellhead natural gas sales volumes and
prices was partially offset by the positive effects of EOG's
hedging strategies which resulted in a gain of $51 million
from natural gas commodity price hedging activities during
the 1995 Period compared to a loss of $2 million during the
1994 Period. Gains related to hedges placed by Enron on
open commodity positions not hedged by EOG increased from
$12 million in the 1994 Period to $43 million in the 1995
Period.
Because of significantly lower average wellhead natural
gas prices, U.S. wellhead natural gas volumes were
voluntarily curtailed by an average of 140 MMcf/d during the
1995 Period compared to an average of 110 MMcf/d during the
same 1994 Period. Sales of oil and gas reserves and related
assets net of purchases resulted in a reduction of 40 MMcf/d
in delivered volumes during the 1995 Period as compared to
the 1994 Period.
COSTS AND EXPENSES
The cost of gas sold in connection with other natural gas
marketing activities decreased $37 million (41%) from the
1994 Period compared to the 1995 Period due to lower other
natural gas marketing volumes and lower average associated
costs per Mcf.
Operating and exploration expenses for the exploration
and production segment increased $14 million (10%) during
the 1995 Period when compared to the 1994 Period. The
increase reflects expanded international operations,
increased exploration activities, impairments associated
with certain offshore leases and higher costs associated
with certain employee related expenses.
DD&A expense decreased $24 million reflecting the
decrease in production volumes noted earlier and a decrease
in the average DD&A rate from $0.81 per Mcfe in the 1994
Period to $0.69 per Mcfe in the 1995 Period. The rate
decrease reflects increased production from international
operations with lower average DD&A rates than North America
operations.
Taxes other than income increased approximately $4
million primarily due to a benefit realized in the 1994
Period associated with reductions in state franchise taxes
and higher production related taxes associated with new
production in India in the 1995 Period.
CORPORATE AND OTHER
The corporate and other segment's IBIT increased $13
million from the 1994 Period compared to the 1995 Period.
The 1994 amount includes a gain related to the sale of 10
million common units of EOTT and general and administrative
expense reductions realized in 1994. The 1995 results
include amounts recognized following the resolution of
certain litigation in 1995.
INTEREST AND RELATED CHARGES, NET
Interest and related charges, shown net of capitalized
interest, increased from approximately $202 million in the
1994 Period to $214 million in the 1995 Period primarily due
to higher debt levels and increased interest rates.
DIVIDENDS ON PREFERRED STOCK OF SUBSIDIARIES
The increase in dividends on preferred stock of
subsidiaries reflects the issuance by Enron Capital
Resources, L.P. of 3 million shares of 9% Cumulative
Preferred Securities, Series A in August 1994, the issuance
in December 1994 of 880 shares of 8.57% Preferred Stock by
Enron Equity Corp. and the issuance in March 1995 by Enron
Oil & Gas - Carthage, Inc. of 19,000 shares of Non-Voting
Preferred Stock.
INCOME TAXES
Income taxes increased during the 1995 Period as compared
to the 1994 Period primarily as a result of increased pretax
income and a decrease in tight gas sand Federal tax credits.
FINANCIAL CONDITION
Cash provided by operating activities totaled $42 million
during the 1995 Period as compared to cash used in operating
activities of $63 million during the 1994 Period.
Cash used in investing activities totaled $478 million
during the 1995 Period as compared to $591 million during
the 1994 Period. The decrease primarily reflects lower
equity investments as compared to the first nine months of
1994, primarily as a result of investments in Citrus Corp.
during 1994 in connection with the Phase III expansion
project. This decline was partially offset by increased
property additions and lower proceeds from sales of assets
and investments. Proceeds from asset sales during the 1995
Period primarily reflect sales of oil and gas properties and
non-strategic processing and gathering facilities. Proceeds
during the 1994 Period reflect amounts related to the sale
of units in EOTT and oil and gas property sales.
Cash provided by financing activities totaled $409
million during the 1995 Period as compared to $713 million
during the 1994 Period. During the first nine months of
1995, net issuances of short- and long-term debt totaled
$622 million. Proceeds from these issuances were used
primarily to fund capital and other expenditures and to meet
working capital requirements.
In November 1995, EOG and Enron concurrently filed
registration statements relating to (i) a public offering of
27 million shares (not including shares related to the
underwriters' over-allotment options) of EOG common stock
held by Enron and (ii) Enron notes which will be mandatorily
exchangeable into a maximum of 10 million shares (not
including notes related to the underwriters' over-allotment
option) of EOG common stock held by Enron. The net proceeds
will be added to Enron's general funds and are expected to
be used to retire existing indebtedness and for general
corporate purposes. See Note 5 to the Consolidated
Financial Statements.
Enron is able to fund its normal working capital
requirements mainly through operations or, when necessary,
through the utilization of credit facilities and its ability
to sell commercial paper and accounts receivable.
Total capitalization at September 30, 1995 was $7.2
billion. Debt as a percentage of total capitalization was
47.3% at September 30, 1995 as compared to 44.2% at year-end
1994. The increase from year-end primarily reflects the
increase in debt levels as discussed above.
<PAGE>
PART II. OTHER INFORMATION
ENRON CORP. AND SUBSIDIARIES
ITEM 1. Legal Proceedings
See Note 3 of the Notes to the Consolidated Financial
Statements included herein.
ITEM 6. Exhibits and Reports on Form 8-K
(a) Exhibits.
Exhibit 11 Calculation of Earnings Per Share
Exhibit 12 Computation of Ratio of Earnings to Fixed Charges
(b) Reports on Form 8-K
None.
<PAGE>
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.
ENRON CORP.
(Registrant)
Date: November 13, 1995 By: Jack I. Tompkins
Jack I. Tompkins
Senior Vice President and
Chief Information, Administrative
and Accounting Officer
(Principal Accounting Officer)
Exhibit 11
<TABLE>
ENRON CORP. AND SUBSIDIARIES
CALCULATION OF EARNINGS PER SHARE
(Unaudited)
<CAPTION>
Three Months Ended Nine Months Ended
September 30, September 30,
1995 1994 1995 1994
(in thousands, except share and per share amounts)
<S> <C> <C> <C> <C>
Primary Earnings Per Share
Earnings on common stock
Net income $100,583 $ 95,995 $389,578 $344,659
Preferred stock dividends (3,777) (3,702) (11,405) (11,145)
$ 96,806 $ 92,293 $378,173 $333,514
Average number of common shares
outstanding 243,940 243,858 243,667 243,150
Primary earnings per share of
common stock $ 0.40 $ 0.38 $ 1.55 $ 1.37
Fully Diluted Earnings Per Share
Adjusted earnings on common stock
Net income $100,583 $ 95,995 $389,578 $344,659
Preferred stock dividends (3,777) (3,702) (11,405) (11,145)
Add back:
Dividends on convertible
preferred stock 3,777 3,702 11,405 11,145
$100,583 $ 95,995 $389,578 $344,659
Average number of common shares
outstanding on a fully diluted basis
Average number of common shares
outstanding 243,940 243,858 243,667 243,150
Additional shares issuable upon:
Conversion of preferred stock 19,005 19,283 19,071 19,490
Exercise of stock options reduced
by the number of shares which
could have been purchased with
the proceeds from exercise of
such options 6,227 3,324 5,883 3,352
269,172 266,465 268,621 265,992
Fully diluted earnings per share
of common stock $ 0.37 $ 0.36 $ 1.45 $ 1.30
</TABLE>
Exhibit 12
<TABLE>
ENRON CORP. AND SUBSIDIARIES
COMPUTATION OF RATIO OF EARNINGS TO
FIXED CHARGES
(In Thousands)
(Unaudited)
<CAPTION>
Nine Months
Ended Year Ended December 31,
9/30/95 1994 1993 1992 1991 1990
<S> <C> <C> <C> <C> <C> <C>
Earnings available for fixed charges
Net income $389,579 $ 453,410 $332,522 $328,800 $232,146 $202,180
Less:
Undistributed earnings and losses
of less than 50% owned affiliates 16,040 (9,453) (20,232) (32,526) (8,890) (15,468)
Capitalized interest of
nonregulated companies (6,390) (9,007) (25,434) (66,401) (36,537) (8,145)
Add:
Fixed charges (1) 330,186 467,383 471,278 452,014 454,607 425,177
Minority interest 22,146 31,041 27,605 17,632 7,210 7,129
Income tax expense 195,711 190,081 148,104 88,630 105,859 62,739
Total $947,272 $1,123,455 $933,843 $788,149 $754,395 $673,612
Fixed Charges
Interest expense (1) $294,173 $ 424,893 $436,211 $430,406 $425,945 $400,548
Rental expense representative of
interest factor 36,013 42,490 35,067 21,608 28,662 24,629
Total $330,186 $ 467,383 $471,278 $452,014 $454,607 $425,177
Ratio of earnings to fixed charges 2.87 2.40 1.98 1.74 1.66 1.58
<FN>
(1) Amounts exclude costs incurred on sales of accounts receivables.
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-END> SEP-30-1995
<CASH> 106,344
<SECURITIES> 0
<RECEIVABLES> 865,038
<ALLOWANCES> 0
<INVENTORY> 127,320
<CURRENT-ASSETS> 2,017,030
<PP&E> 11,124,466
<DEPRECIATION> 4,320,602
<TOTAL-ASSETS> 13,028,613
<CURRENT-LIABILITIES> 1,861,878
<BONDS> 3,425,204
<COMMON> 25,373
0
138,605
<OTHER-SE> 2,943,653
<TOTAL-LIABILITY-AND-EQUITY> 13,028,613
<SALES> 4,259,014
<TOTAL-REVENUES> 6,639,100
<CGS> 4,726,462
<TOTAL-COSTS> 5,963,391
<OTHER-EXPENSES> (165,508)
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 213,790
<INCOME-PRETAX> 568,933
<INCOME-TAX> 179,355
<INCOME-CONTINUING> 389,578
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 389,578
<EPS-PRIMARY> 1.55
<EPS-DILUTED> 1.45
</TABLE>
