FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
QUARTERLY REPORT UNDER SECTION 15(D)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarter ended March 31, 1995 Commission file number 1-9645
CLEAR CHANNEL COMMUNICATIONS, INC.
(Exact name of registrant as specified in its charter)
Texas 200 Concord Plaza, Suite 600
(State of Incorporation) San Antonio, Texas 78216-6940
(210) 822-2828
74-1787539 (Address and telephone number
(I.R.S. Employer Identification No.) of principal executive offices)
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by section 15(d) of the Securities Exchange Act of 1934
during the preceding 12 months (or for 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 class of the issuer's
classes of common stock, as of the latest practicable date.
Class Outstanding at May 8, 1995
- ---------------------------- -----------------------------
Common Stock, $.10 par value 17,266,141
<PAGE>
CLEAR CHANNEL COMMUNICATIONS, INC. AND SUBSIDIARIES
INDEX
Page No.
--------
Part I Financial Information
Item 1. Unaudited Financial Statements
Consolidated Balance Sheets at March 31, 1995
and December 31, 1994 1
Consolidated Statements of Earnings for the three
months ended March 31, 1995 and 1994 3
Consolidated Statements of Cash Flows for the three
months ended March 31, 1995 and 1994 4
Notes to Consolidated Financial Statements 6
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations 8
Part II Other Information
Item 6. Exhibits and reports on Form 8-K 10
(a) Exhibits
(b) Reports on Form 8-K
Signatures 11
Exhibit Index 13
<PAGE>
CLEAR CHANNEL COMMUNICATIONS, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
ASSETS
March 31, December 31,
1995 1994
(Unaudited) (*)
Current Assets
Cash and cash equivalents $ 10,476,285 $ 6,817,595
Accounts receivable, less allowance of
$4,380,973 in 1995 and $3,117,496 in 1994 34,644,856 38,280,518
Film rights - current 8,398,166 8,847,262
Total Current Assets 53,519,307 53,945,375
Property, Plant and Equipment
Land 6,689,013 6,409,013
Buildings 10,652,563 10,642,563
Transmitter and studio equipment 96,112,609 93,530,635
Furniture and other equipment 13,684,923 13,514,125
Leasehold improvements 4,000,150 4,059,725
Construction in progress 1,064,678 784,850
132,203,936 128,940,911
Less accumulated depreciation 46,555,764 43,623,032
85,648,172 85,317,879
Intangible Assets
Leases 1,455,000 1,455,000
Fox Network Affiliation agreements 20,484,904 20,484,904
Licenses and goodwill 253,330,276 194,408,601
Covenants not-to-compete 22,771,938 22,271,938
Other intangible assets 2,966,732 2,858,436
301,008,850 241,478,879
Less accumulated amortization 38,487,292 33,861,800
262,521,558 207,617,079
Other
Restricted cash 38,500,000
Film rights - noncurrent 11,380,052 12,653,817
Other assets 8,113,489 7,998,036
Investments 1,194,233 5,561,839
$422,376,811 $411,594,025
=========== ===========
*From audited financial statements
<PAGE>
CLEAR CHANNEL COMMUNICATIONS, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
LIABILITIES AND SHAREHOLDERS' EQUITY
March 31, December 31,
1995 1994
(Unaudited) (*)
Current Liabilities
Accounts payable $ 4,966,689 $ 5,686,835
Accrued interest 958,161 741,490
Accrued expenses 3,103,638 3,928,738
Accrued income and other taxes 1,727,153 3,308,586
Current portion of long-term debt 4,568,493 4,584,335
Current portion of film rights liability 9,130,349 9,428,591
Total Current Liabilities 24,454,483 27,678,575
Long-Term Debt 251,029,298 238,204,386
Film Rights Liability 11,006,641 12,578,636
Deferred Income Taxes 2,599,223 2,599,223
Shareholders' Equity
Common Stock 1,726,306 1,723,041
Additional paid-in capital 92,673,395 92,535,139
Retained earnings 39,024,743 36,345,575
Cost of shares held in treasury (137,278) (70,550)
133,287,166 130,533,205
$422,376,811 $411,594,025
=========== ===========
See Notes to Consolidated Financial Statements
<PAGE>
CLEAR CHANNEL COMMUNICATIONS, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF EARNINGS
UNAUDITED
Three months ended
March 31,
1995 1994
Gross broadcasting
revenue $58,646,216 $38,871,413
Less: Agency and
national representative
commissions (8,169,837) (4,954,224)
Net broadcasting revenue 50,476,379 33,917,189
Station operating
expenses 31,800,664 22,020,153
Depreciation and
amortization 8,399,455 5,479,616
Station operating income 10,276,260 6,417,420
Corporate general and
administrative expenses 1,530,324 1,231,337
Operating income 8,745,936 5,186,083
Interest expense 4,447,973 1,203,843
Other income (expense) - net 258,580 (455,943)
Income before
income taxes 4,556,543 3,526,297
Income tax expense 1,877,377 1,479,348
Net income $ 2,679,166 $ 2,046,949
========== ==========
Net income per
common share $ .15 $ .12
========== ==========
Weighted average common and common
share equivalents outstanding 17,519,512 17,204,689
========== ==========
See Notes to Consolidated Financial Statements
<PAGE>
CLEAR CHANNEL COMMUNICATIONS, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
Three months ended
March 31,
1995 1994
Net Cash flow From Operating Activities $ 14,047,201 8,715,255
Cash flows from investing activities:
Decrease in restricted cash 38,500,000
Acquisition of broadcasting assets (65,300,000) (39,752,049)
(Increase) decrease in investments 4,367,606 (2,874)
Purchases of property, plant and equipment (908,274) (484,434)
Proceeds from disposals of
broadcasting assets 365,950 15,000
(Increase) in other intangible assets (164,296) (61,047)
(Increase) in other-net (133,358) (2,944,308)
Net cash (used in) investing activities (23,272,372) (43,229,712)
Cash flows from financing activities:
Payments on short-term debt (90,931) (1,481)
Payments on long-term debt (13,900,000) (7,000,000)
Exercise of stock options 74,792 3,801
Proceeds of long-term debt 26,800,000 40,400,000
Net cash provided by financing activities 12,883,861 33,402,320
Net increase (decrease) in cash 3,658,690 (1,112,137)
Cash at beginning of period 6,817,595 5,516,850
Cash at end of period $ 10,476,285 $ 4,404,713
========== =========
<PAGE>
CLEAR CHANNEL COMMUNICATIONS, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
Three months ended
March 31,
1995 1994
Schedule reconciling earnings to net cash
flow from operating activities:
Net income $ 2,679,166 $ 2,046,949
Reconciling Items:
Depreciation 3,715,354 2,945,026
Amortization of intangibles 4,684,016 2,534,590
Amortization of film rights 2,756,648 2,202,842
Payments on film rights (2,895,900) (3,146,360)
(Gain) loss on disposal of assets (317,739) 1,815
Changes in operating assets and liabilities:
Decrease accounts receivable 6,335,662 3,741,831
(Decrease) accounts payable (720,146) (1,263,594)
Increase accrued interest 216,671 144,135
(Decrease) accrued expenses (825,098) (286,705)
(Decrease) accrued income
and other taxes (1,581,433) (205,274)
Net cash from operating activities $14,047,201 $ 8,715,255
========== ==========
See Notes to Consolidated Financial Statements
<PAGE>
CLEAR CHANNEL COMMUNICATIONS, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
Note 1: BASIS OF PRESENTATION
The financial information included herein is unaudited; however, such
information reflects all adjustments (consisting solely of normal recurring
adjustments) which are, in the opinion of management, necessary for a fair
statement of results for the interim periods.
The consolidated financial statements include the accounts of the
Company and its wholly-owned subsidiaries. Significant intercompany
accounts have been eliminated in consolidation. Certain prior year amounts
have been reclassified for comparative purposes.
The results of operations for the three months ended March 31, 1995 are
not necessarily indicative of the results to be expected for the full year.
Note 2: PROPERTY, PLANT AND EQUIPMENT
Property, plant and equipment are stated on the basis of cost.
Depreciation is computed principally by the straight-line method at rates
which, in the opinion of management, are adequate to allocate the cost of
such assets over their estimated useful lives (generally three to thirty
years). Expenditures for maintenance and repairs are charged to operations
as incurred, whereas expenditures for renewals and betterments are
capitalized.
Note 3: INTANGIBLES
Intangibles are stated on the basis of cost and are amortized by the
straight-line method. Goodwill (acquired subsequent to 1992) and licenses
are being amortized over 25 years. Goodwill acquired prior to 1993 is being
amortized over 40 years. Other intangible assets are being amortized over
their useful lives.
The period of amortization is evaluated annually to determine whether
circumstances warrant revision. In the opinion of management, none of the
intangible assets have diminished in value.
Note 4: FILM RIGHTS
The capitalized costs of film rights are recorded when the license
periods begin and the rights are available for use. The rights are
amortized based on the number of showings or license periods.
Unamortized film rights are classified as current or noncurrent based
on estimated usage. Amortization of film rights is included in station
operating expenses.
Note 5: BARTER TRANSACTIONS
Revenue from barter transactions is recognized when advertisements are
broadcast, while merchandise or services are charged to expense when
received or used.
Note 6: INCOME TAXES
Effective January 1, 1993, the Company adopted Statement of Financial
Accounting Standards No. 109 ("SFAS 109"). Under SFAS 109, income taxes for
financial reporting purposes are determined using the liability method.
Under this method, deferred tax assets and liabilities are determined based
on differences between financial reporting bases and tax bases of assets and
liabilities and are measured using the enacted tax rates expected to apply
to taxable income in the periods in which the deferred tax asset or
liability is expected to be realized or settled. Prior to the adoption of
SFAS 109, income tax expense was determined using the deferred method
prescribed by APB 11. Among other changes, SFAS 109 changes the recognition
and measurement criteria for deferred tax assets. As permitted under the
new rules, prior years' financial statements have not been restated. The
cumulative effect of adopting SFAS 109 as of January 1, 1993 was not
material.
Note 7: CASH AND CASH EQUIVALENTS
The Company considers all highly liquid debt instruments purchased with
a maturity of three months or less to be cash equivalents.
Note 8: FINANCIAL INSTRUMENTS
The carrying amounts of the Company's financial instruments approximate
their fair value.<PAGE>
CLEAR CHANNEL COMMUNICATIONS, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Comparison of Three Months Ended March 31, 1995 to Three Months Ended March
31, 1994
Consolidated net broadcasting revenue for the three months ended March
31, 1995 increased 49% to $50,476,000 from $33,917,000 for the same quarter
of 1994. Station operating expenses increased 44% to $31,801,000 from
$22,020,000. Station operating income before depreciation and amortization
increased 57% to $18,676,000, compared to $11,897,000 for the first quarter
of 1994. Depreciation and amortization increased 53% to $8,399,000 from
$5,480,000 in the first quarter of 1995. Interest expense increased 269% to
$4,448,000 from $1,204,000 in the first quarter of 1995. Net income
increased to $2,679,000 or $.15 per share from $2,047,000 or $.12 per share
for the same quarter of 1994. The majority of the revenue growth, increases
in operating expenses and increases in depreciation and amortization were
due to the acquisitions of television station WXXA-TV on December 1, 1994,
and radio stations KMJQ-FM, KPRC-AM and KSEV-AM acquired effective January
1, 1995; WENZ-FM acquired on November 1, 1994; Metroplex Communications Inc.
which included WHYI-FM, WBGG-FM, WMTX-AM/FM, WNCX-FM and WERE-AM acquired on
October 12, 1994 and KBXX-FM acquired on August 15, 1994. Interest expense
increased primarily from an increase in the average amount of debt
outstanding and secondarily from an increase in the average interest rate to
7.12% from 4.40%. The increase in net income was due to the factors stated
above but was partially offset with a $299,000 increase in corporate related
expenses.
Liquidity and Capital Resources
The major sources of capital for the Company have historically been
cash flow from operations and proceeds of long-term borrowing under the
Company's bank revolving credit facilities, as well as funds provided by the
Company's initial stock offering in April 1984 and subsequent stock
offerings in July 1991 and October 1993. Currently, the Company has a
$350,000,000 revolving credit facility. This facility converts to a term
loan on June 30, 1996 which will be paid out over the subsequent six year
period. As of March 31, 1995 the Company had $240,100,000 outstanding, a
$2,000,000 guarantee to a third party and $6,000,000 in other debt under the
facility. Also, two letters of credit for $7,000,000 related to the
Metroplex purchase and $48,100,000 related to the Australian purchase are
outstanding under this facility leaving $46,800,000 available for future
borrowings of which $26,900,000 is necessary to complete the Australian
acquisition described below. In addition, the Company had $10,476,000 in
cash on hand.
During the first three months of the year, the Company purchased the
broadcasting assets of KMJQ-FM and KYOK-AM in Houston, Texas for $38,500,000
and immediately divested itself of KYOK-AM along with KALO-AM and KHYS-FM
for $2,475,000, $450,000 and $10,000,000, respectively. The Company
received $350,000 in cash with the remainder in notes receivable. Also,
effective January 1, the Company purchased an 80% interest in a partnership
that owns and operates KPRC-AM and KSEV-AM in Houston, Texas for
$26,800,000. All of these transactions were financed via the Company's
revolving credit facility. In addition, the Company has entered into a
definitive agreement to acquire a 50% interest in a newly created entity,
Australian Radio Network, Ltd. (ARN), for approximately $75,000,000. ARN
will own and operate nine radio stations in six different markets including
Sydney and Melbourne, Australia's largest markets. The Company expects to
consummate this transaction by the end of the second quarter.
Finally, the Company made $13,900,000 of unscheduled principal payments
on its revolving credit facility and purchased $908,000 of capital
equipment. The Company believes that cash flow from operations will be
sufficient to make all required interest and principal payments on the
revolving credit facility.
<PAGE>
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits. See Exhibit Index on Page 11
(b) Reports on Form 8-K
A report on Form 8-K dated January 13, 1995 was filed during the first
quarter of 1995 with respect to the acquisition of substantially all of the
radio broadcasting assets of KMJQ-FM in Houston, Texas on January 1, 1995.
Audited financial statements of the station ere not available at that time,
however they were filed on March 15, 1995 consisting of audited balance
sheets and related statements of operations and cash flows for the years
ended December 31, 1994 and 1993.<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.
Date
(L. Lowry Mays, President and
Chief Executive Officer)
(Duly Authorized Officer)
Date
(Herbert W. Hill, Jr.)
(Vice President/Controller and
Principal Financial Officer)
<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.
Date May 9, 1995 L. Lowry Mays
(L. Lowry Mays, President and
Chief Executive Officer)
(Duly Authorized Officer)
Date May 9, 1995 Herbert W. Hill, Jr.
(Herbert W. Hill, Jr.)
(Vice President/Controller and
Principal Financial Officer)
<PAGE>
Index to Exhibits
(a) 3.1 -- Articles of Incorporation, as amended, of Registrant
(a) 3.2 -- Amended and Restated Bylaws of Registrant
(a) 4 -- Buy-Sell Agreement among Clear Channel Communications, Inc.,
L. Lowry Mays, B. J. McCombs, John M. Schaefer and John W.
Barger dated May 31, 1977.
(i) 4.1 -- Revolving Credit and Term Loan Agreement, dated as of October 1,
1984, by and among Clear Channel Communications, Inc., The
Signatory Banks Hereto, and The Bank of New York, as Agent.
4.3 -- Amendment No. 1, dated as of August 25, 1986, to the Revolving
Credit and Term Loan Agreement, dated as of October 1, 1984, by
and among Clear Channel Communications, Inc., The Signatory
Banks thereto and The Bank of New York as Agent.
(i) 4.4 -- Amended and Restated Credit Agreement by and among Clear Channel
Television, Inc., NCNB Texas National Bank, Texas Commerce Bank
and NCNB Texas National Bank as administrative lender.
(i) 4.5 -- Amendment No. 2, dated as of December 31, 1986, to the Revolving
Credit and Term Loan Agreement, dated as of October 1, 1984, by
and among Clear Channel Communications, Inc., the Signatory
Banks thereto and The Bank of New York, as Agent, as amended by
Amendment No. 1, dated as of August 25, 1986.
(i) 4.6 -- Amendment No. 3, dated as of December 27, 1988, to the Revolving
Credit and Term Loan Agreement, dated as of October 1, 1984, by
and among Clear Channel Communications, Inc., the Signatory
Banks and The Bank of New York, as Agent, as amended by
Amendment No. 1, dated as of August 25, 1986, and Amendment No.
2, dated as of December 31, 1986.
(i) 4.7 -- Amendment No. 4, dated as of December 31, 1988, to the Revolving
Credit and Term Loan Agreement, dated as of October 1, 1984, by
and among Clear Channel Communications, Inc., the Signatory
Banks and The Bank of New York, as Agent, as amended by
Amendment No. 1, dated as of August 25, 1986, Amendment No. 2,
dated as of December 31, 1986, and Amendment No. 3, dated as of
December 27, 1988.
(i) 4.8 -- Amendment No. 5, dated as of July 14, 1989, to the Revolving
Credit and Term Loan Agreement, dated as of October 1, 1984, by
and among Clear Channel Communications, Inc., the Signatory
Banks thereto and The Bank of New York, as Agent, as amended by
Amendment No. 1, dated as of August 25, 1986, Amendment No. 2,
dated as of December 31, 1986, Amendment No. 3, dated as of
December 27, 1988, and Amendment No. 4, dated as of December 31,
1988.
(i) 4.9 -- Amendment No. 6 and Waiver No. 1, dated as of September 30,
1989, to the Revolving Credit and Term Loan Agreement, dated as
of October 1, 1984, by and among Clear Channel Communications,
Inc. The Signatory Banks thereto and The Bank of New York, as
Agent, as amended by Amendment No. 1, dated as of August 25,
1986, Amendment No. 2, dated as of December 31, 1986, Amendment
No. 3, dated as of December 27, 1988, Amendment No. 4, dated as
of December 31, 1988, and Amendment No. 5, dated as of July 14,
1989.
(i) 4.10 -- Amendment No. 7, dated as of March 31, 1990, to the Revolving
Credit and Term Loan Agreement, dated as of October 1, 1984, by
and among Clear Channel Communications, Inc., The Signatory
Banks thereto and The Bank of New York, as Agent, amended by
Amendment No. 1, dated as of August 25, 1986, Amendment No. 2,
dated as of December 31, 1986, Amendment No. 3, dated as of
December 27, 1988, Amendment No. 4, dated as of December 31,
1988, Amendment No. 5, dated as of July 14, 1989, and Amendment
No. 6 and Waiver No. 1, dated as of September 30, 1989.
(a)10.16 -- Incentive Stock Option Plan of Clear Channel Communications,
Inc. dated as of January 1, 1984.
(c)10.18 -- Radio Asset Purchase Agreement dated June 9, 1986, by and
between WHAS, Inc. and Clear Channel Communications, Inc.
(c)10.19 -- Letter from George N. Gill, dated September 1, 1986, amending
the Radio Asset Purchase Agreement dated June 9, 1986, by and
between WHAS, Inc. and Clear Channel Communications, Inc.
(d)10.20 -- Television Asset Purchase Agreement dated December 30, 1988, by
and between Michigan Energy, Inc. and Clear Channel Television,
Inc.
(f)10.22 -- Television Asset Purchase Agreement dated January 31, 1989, as
amended by and between the Roman Catholic Diocese of Tucson and
Clear Channel Television, Inc.
(g)10.23 -- Television Asset Purchase Agreement dated August 25, 1989, by
and between Malrite of Jacksonville, Inc. and Clear Channel
Television, Inc.
(h)10.25 -- Television Asset Purchase Agreement dated July 31, 1990, by and
between Channel 24, Ltd., Debtor in Possession and Clear Channel
Television, Inc.
(i)10.26 -- Station Affiliation Agreement between Fox Broadcasting Company
and Clear Channel Television, Inc. for the carriage of
programming over WPMI-TV, Mobile, Alabama, dated June 13, 1989.
(i)10.27 -- Station Affiliation Agreement between Fox Broadcasting Company
and Clear Channel Television, Inc. for the carriage of
programming over WAWS-TV, Jacksonville, Florida, dated August
16, 1989.
(i)10.28 -- Station Affiliation Agreement between Fox Broadcasting Company
and Clear Channel Television, Inc. for the carriage of
programming over KOKI-TV, Tulsa, Oklahoma, dated December 28,
1989.
(i)10.29 -- Station Affiliation Agreement between Fox Broadcasting Company
and Clear Channel Television, Inc. for the carriage of
programming over KSAS-TV, Wichita, Kansas, dated July 10, 1989.
(j)10.30 -- Television Asset Purchase Agreement dated January 27, 1992,
by and between Chase Broadcasting of Memphis, Inc. and
Clear Channel Television, Inc.
(j)10.31 -- Radio Asset Purchase Agreement dated January 31, 1992, by
and between Noble Broadcasting of Connecticut, Inc. and Clear
Channel Radio, Inc.
(j)10.32 -- Radio Asset Purchase Agreement dated April 19, 1992, by and
between Edens Broadcasting, Inc. and Clear Channel Radio, Inc.
(k)10.33 -- Radio Asset Purchase Agreement dated January 31, 1993,
by and between KHFI Venture, LTD. and Clear Channel Radio, Inc.
(l)10.34 -- Radio Asset Purchase Agreement dated December 28, 1992, by
and between Westinghouse Broadcasting Company, Inc. and Clear
Channel Radio, Inc.
(l)10.35 -- Radio Asset Purchase Agreement dated December 23, 1992, by and
between Inter-Urban Broadcasting of New Orleans Partnership and
Snowden Broadcasting, Inc.
(m)10.36 -- Television Asset Purchase Agreement dated August 19, 1993,
by and between Television Marketing Group of Memphis, Inc. and
Clear Channel Television, Inc.
(n)10.37 -- Radio Asset Purchase Agreement April 1, 1993, by and
Capital Broadcasting of Virginia, Inc. and Clear Channel Radio,
Inc.
(o)10.38 -- Television Asset Purchase Agreement dated August 31, 1993,
by and between Nationwide Communications, Inc. and Clear
Channel Television, Inc.
(p)10.39 -- Radio Asset Merger Agreement dated March 22, 1994, by and
between Metroplex Communications, Inc. and Clear Channel
Radio, Inc.
(q)10.40 -- Radio Partnership Interest Purchase Agreement dated April 5,
1994, by and between Cook Inlet communications, Inc. and WCC
Associates and Clear Channel Radio, Inc.
(r)10.41 -- Television Asset Purchase Agreement September 12, 1994, by and
between Heritage Broadcasting Company of New York, Inc. and
Clear Channel Television, Inc.
(s)10.42 -- Radio Asset Purchase Agreement dated November 17, 1994,
by and between Noble Broadcast of Houston, Inc. and Clear
Channel Radio, Inc.
(a) -- Incorporated by reference to the similarly numbered exhibits of
the Company's Registration Statement on Form S-1 (Reg. No.
2-89161) dated April 19, 1984.
(b) -- Incorporated by reference to the Registrant's Form 8-K dated
October 15, 1984.
(c) -- Incorporated by reference to the Registrant's Form 8-K dated
September 10, 1986.
(d) -- Incorporated by reference to the Registrant's Form 8-K dated
January 11, 1989
(e) -- Incorporated by reference to the Registrant's Form 10-Q dated
November 14, 1989
(f) -- Incorporated by reference to Registrant's Form 10-Q dated
March 31, 1989.
(g) -- Incorporated by reference to the Registrant's Form 8-K dated
October 11, 1989
(h) -- Incorporated by reference to the Registrant's Form 10-Q dated
November 7, 1990.
(i) -- Incorporated by reference to the Company's registration
statement on Form S-2 dated July 30, 1991.
(j) -- Incorporated by reference to the Registrant's Form 8-K dated
July 14, 1992.
(k) -- Incorporated by reference to the Registrant's Form 8-K dated
March 23, 1993.
(l) -- Incorporated by reference to the Registrant's Form 10-Q dated
May 12, 1993.
(m) -- Incorporated by reference to the Registrant's Form 8-K dated
September 2, 1993.
(n) -- Incorporated by reference to the Registrant's Form 10-Q dated
November 1, 1993.
(o) -- Incorporated by reference to the Registrant's Form 8-K dated
October 27, 1993.
(p) -- Incorporated by reference to the Registrant's Form 8-K dated
October 26, 1994.
(q) -- Incorporated by reference to the Registrant's Form 10-Q dated
November 14 1994.
(r) -- Incorporated by reference to the Registrant's Form 8-K dated
December 14, 1994.
(s) -- Incorporated by reference to the Registrant's Form 8-K dated
January 13, 1995.
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-END> MAR-31-1995
<CASH> 10,476
<SECURITIES> 0
<RECEIVABLES> 39,026
<ALLOWANCES> 4,381
<INVENTORY> 0
<CURRENT-ASSETS> 53,519
<PP&E> 132,204
<DEPRECIATION> 46,556
<TOTAL-ASSETS> 422,377
<CURRENT-LIABILITIES> 24,454
<BONDS> 251,029
<COMMON> 1,726
0
0
<OTHER-SE> 131,561
<TOTAL-LIABILITY-AND-EQUITY> 422,377
<SALES> 0
<TOTAL-REVENUES> 50,476
<CGS> 0
<TOTAL-COSTS> 31,801
<OTHER-EXPENSES> 8,399
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 4,448
<INCOME-PRETAX> 4,557
<INCOME-TAX> 1,877
<INCOME-CONTINUING> 2,679
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 2,679
<EPS-PRIMARY> .15
<EPS-DILUTED> .15
</TABLE>
