<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
QUARTERLY REPORT UNDER SECTION 13 OR 15 (D)
OF THE SECURITIES EXCHANGE ACT OF 1934
FOR QUARTER ENDED SEPTEMBER 30, 1998 COMMISSION FILE NO. 1-8719
- ------------------------------------ --------------------------
THE TURNER CORPORATION
- --------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
DELAWARE 13-3209884
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(State or other jurisdiction of (I.R.S.Employer Identification No.)
incorporation or organization)
375 HUDSON STREET, NEW YORK, NEW YORK 10014
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (212) 229-6000
--------------
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 November 6, 1998: 7,873,698
<PAGE>
-2-
SAFE HARBOR FOR FORWARD-LOOKING STATEMENTS UNDER
THE SECURITIES LITIGATION REFORM ACT OF 1995
Except for historical information contained herein, this Form 10-Q contains
forward-looking statements within the meaning of the Private Securities
Litigation Reform Act of 1995 which involve certain risks and uncertainties.
The company's actual results or outcomes may differ materially from those
anticipated. Important factors that the company believes might cause such
differences are discussed in the cautionary statements accompanying the forward-
looking statements on this Form 10-Q. In assessing forward-looking statements
contained herein, readers are urged to carefully read those statements. When
used on this Form 10-Q, the words "estimate," "anticipate," "expect," "believe,"
and similar expressions are intended to identify forward-looking statements.
PART I - FINANCIAL INFORMATION
Item 1 FINANCIAL STATEMENTS
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Company or group of companies for which report is filed:
THE TURNER CORPORATION AND CONSOLIDATED SUBSIDIARIES
The consolidated balance sheet as of September 30, 1998, the consolidated
statements of operations for the nine months and three months ended September
30, 1998 and 1997, the consolidated statement of changes in stockholders' equity
for the nine months ended September 30, 1998 and the consolidated statements of
cash flows for the nine months ended September 30, 1998 and 1997 are unaudited,
but in the opinion of the company's management reflect all adjustments,
consisting only of normal recurring adjustments, which are necessary to present
fairly the financial condition and results of operations at those dates and for
those periods. The results of operations for any nine month and three month
period are not necessarily indicative of results for a full year. It is
suggested that these financial statements be read in conjunction with the
audited financial statements and notes thereto included in the company's latest
annual report.
<PAGE>
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THE TURNER CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(in thousands)
<TABLE>
<CAPTION>
(unaudited)
SEPTEMBER 30, DECEMBER 31,
1998 1997
- -----------------------------------------------------------------------------------------------------
<S> <C> <C>
ASSETS
Cash and cash equivalents............................................ $ 197,035 $153,241
Marketable securities................................................ 58,593 18,902
Construction receivables:
Due on contracts................................................... 367,633 334,802
Retainage.......................................................... 191,071 180,329
Unbilled construction costs and related earnings................... 179,346 139,969
Real estate.......................................................... 40,868 44,378
Property and equipment, net.......................................... 22,876 23,241
Prepaid pension cost................................................. 61,804 62,854
Other assets......................................................... 15,260 14,971
---------- ------------
Total assets......................................................... $1,134,486 $972,687
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LIABILITIES
Construction accounts payable and accrued expenses:
Trade.............................................................. $ 555,231 $469,734
Retainage.......................................................... 214,308 189,480
Billings in excess of construction costs and related earnings...... 148,959 105,021
Notes payable........................................................ 19,583 21,719
Deferred income taxes................................................ 13,452 14,615
Other liabilities.................................................... 99,002 95,982
---------- ------------
Total liabilities.................................................... 1,050,535 896,551
STOCKHOLDERS' EQUITY
Series C, 8.5% cumulative convertible preferred stock, $1 par value.. 9 9
Series D, 8.5% cumulative convertible preferred stock, $1 par value.. 6 6
Series B cumulative convertible preferred stock, $1 par value........ 839 845
Common stock, $1 par value........................................... 8,375 5,441
Paid in capital...................................................... 46,807 50,250
Accumulated other comprehensive income............................... 64 -
Retained earnings.................................................... 37,776 26,436
---------- ------------
93,876 82,987
Less: Loan to Employee Stock Ownership Plan (2,248) (4,349)
Treasury stock, at cost....................................... (7,677) (2,502)
---------- ------------
Total stockholders' equity........................................... 83,951 76,136
---------- ------------
Total liabilities and stockholders' equity........................... $1,134,486 $972,687
---------- ------------
</TABLE>
See Notes to Consolidated Financial Statements.
<PAGE>
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THE TURNER CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except share amounts)
<TABLE>
<CAPTION>
(unaudited) (unaudited)
NINE MONTHS ENDED THREE MONTHS ENDED
September 30, September 30,
1998 1997 1998 1997
- -------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Value of construction completed (see below)..... $ 3,045,149 $ 2,669,156 $ 1,105,095 $ 987,532
----------- ----------- ----------- -----------
Revenue from construction contracts............. $ 2,701,159 $ 2,322,214 $ 963,305 $ 851,866
Cost of construction contracts.................. 2,632,416 2,263,641 938,385 830,511
----------- ----------- ----------- -----------
Earnings from construction contracts............ 68,743 58,573 24,920 21,355
Construction operating expenses................. 42,144 34,939 14,379 10,519
General & administrative expenses............... 8,193 11,849 2,980 6,451
----------- ----------- ----------- -----------
Income from construction operations............. 18,406 11,785 7,561 4,385
Losses from real estate operations (see below).. (484) (546) (179) (226)
Interest expense................................ (699) (5,087) (241) (1,518)
Other income.................................... 6,475 3,118 2,581 1,435
----------- ----------- ----------- -----------
Income before income taxes...................... 23,698 9,270 9,722 4,076
Income tax provision............................ 10,664 4,172 4,375 1,834
----------- ----------- ----------- -----------
Net income...................................... $ 13,034 $ 5,098 $ 5,347 $ 2,242
Earnings per common share:
Basic......................................... $1.41 $0.46 $0.60 $0.21
Diluted....................................... $1.00 $0.36 $0.41 $0.16
Weighted average common shares outstanding...... 8,040,634 7,915,559 8,036,403 7,945,998
Weighted average common and common equivalent
shares outstanding............................ 12,295,830 10,718,176 12,253,600 12,360,609
- -------------------------------------------------------------------------------------------------------
<CAPTION>
VALUE OF CONSTRUCTION COMPLETED CONSISTS OF THE FOLLOWING:
<S> <C> <C> <C> <C>
Revenue from construction contracts............... $2,701,159 $2,322,214 $ 963,305 $851,866
Construction costs incurred by owners in
connection with work under construction
management and similar contracts................ 343,990 346,942 141,790 135,666
---------- ---------- ---------- --------
Value of construction completed................... $3,045,149 $2,669,156 $1,105,095 $987,532
REAL ESTATE OPERATIONS CONSIST OF THE FOLLOWING:
Real estate sales................................. $ 1,500 $ 23,567 $ 1,500 $ 20,991
Costs of sales.................................... (1,500) (23,567) (1,500) (20,991)
Rental & other income............................. 1,412 3,664 460 972
Cost of operations................................ (765) (2,315) (262) (669)
Depreciation and amortization expense............. (1,131) (1,895) (377) (529)
---------- ---------- ---------- --------
Losses from real estate operations................ $ (484) $ (546) $ (179) $ (226)
</TABLE>
See Notes to Consolidated Financial Statements.
<PAGE>
-5-
THE TURNER CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1998
(in thousands, except share amounts)
<TABLE>
<CAPTION>
COMPREHENSIVE
TOTAL INCOME
- ----------------------------------------------------------------------------------------------
<S> <C> <C>
RETAINED EARNINGS
Balance at January 1................................................ $26,436
Net income.......................................................... 13,034 $13,034
Cash dividends on Series C preferred stock.......................... (542)
Cash dividends on Series D preferred stock.......................... (362)
Cash dividends on Series B preferred stock.......................... (1,362)
Tax benefits on Series B preferred stock dividends.................. 572
-------
Balance at September 30............................................. 37,776
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ACCUMULATED OTHER COMPREHENSIVE INCOME, NET OF TAX
Balance at January 1................................................ -
Net unrealized gains on marketable securities....................... 64
Other comprehensive income.......................................... 64
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Comprehensive income................................................ $13,098
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Balance at September 30............................................. 64
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CONVERTIBLE PREFERRED STOCK, SERIES C
Balance at January 1 and September 30............................... 9
-------
Convertible preferred stock, Series D
Balance at January 1 and September 30............................... 6
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CONVERTIBLE PREFERRED STOCK, SERIES B
Balance at January 1................................................ 845
Preferred stock retired............................................. (6)
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Balance at September 30............................................. 839
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COMMON STOCK
Balance at January 1................................................ 5,441
Three-for-two stock split........................................... 2,720
Common stock issued................................................. 214
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Balance at September 30............................................. 8,375
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PAID IN CAPITAL
Balance at January 1................................................ 50,250
Three-for-two stock split........................................... (2,720)
Excess of proceeds over par value of common stock issued............ 1,620
Tax benefits from stock options exercised........................... 114
Retirement of Series B preferred stock.............................. (158)
Exercise of stock awards............................................ (2,299)
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Balance at September 30............................................. 46,807
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LOAN TO EMPLOYEE STOCK OWNERSHIP PLAN (ESOP)
Balance at January 1................................................ (4,349)
Repayment from loan to ESOP......................................... 2,101
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Balance at September 30............................................. (2,248)
-------
TREASURY STOCK
Balance at January 1................................................ (2,502)
Purchases of treasury stock......................................... (6,315)
Treasury stock issued............................................... 1,140
-------
Balance at September 30............................................. (7,677)
-------
TOTAL STOCKHOLDERS' EQUITY.......................................... $83,951
-------
</TABLE>
See Notes to Consolidated Financial Statements.
<PAGE>
-6-
THE TURNER CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
<TABLE>
<CAPTION>
(unaudited)
NINE MONTHS ENDED
September 30,
1998 1997
- ---------------------------------------------------------------------------------------------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income........................................................... $ 13,034 $ 5,098
Adjustments to reconcile net income to net cash
provided by operating activities:
Depreciation and amortization...................................... 7,168 8,084
Net periodic pension charge........................................ 1,050 463
Stock-based compensation charge.................................... - 4,299
Changes in operating assets and liabilities:
Increase in construction receivables............................. (82,950) (91,016)
Increase in construction accounts payable and accrued expenses... 154,263 88,272
Decrease (increase) in other assets.............................. (2,804) 2,673
Increase in other liabilities.................................... 2,609 21,776
-------- --------
Net cash provided by operating activities............................ 92,370 39,649
-------- --------
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchases of marketable securities................................... (54,624) -
Proceeds from sale of marketable securities.......................... 15,054 -
Distributions from joint ventures.................................... 54 590
Proceeds from sale of real estate, net............................... 1,416 22,872
Decrease (increase) in real estate................................... 917 (431)
Purchases of property & equipment.................................... (3,475) (5,006)
Proceeds from sale of property & equipment........................... 34 105
Repayments on notes receivable....................................... 663 1,135
-------- --------
Net cash provided by (used in) investing activities.................. (39,961) 19,265
-------- --------
CASH FLOWS FROM FINANCING ACTIVITIES:
Common stock issued.................................................. 1,834 622
Cash dividends to preferred stockholders............................. (2,266) (2,029)
Repayments from loan to ESOP......................................... 2,101 1,867
Principal payments under capital lease obligations................... (1,519) (1,653)
Purchases of treasury stock.......................................... (6,315) (188)
Payments on borrowings............................................... (2,450) (13,544)
-------- --------
Net cash used in financing activities................................ (8,615) (14,925)
-------- --------
Net increase in cash and cash equivalents.......................... 43,794 43,989
Cash and cash equivalents at beginning of period................... 153,241 121,981
-------- --------
Cash and cash equivalents at end of period......................... $197,035 $165,970
-------- --------
- ---------------------------------------------------------------------------------------------
Noncash investing activities:
Note receivable from sale of net assets of construction affiliate.. $ 1,200 $ -
Change in unrealized gain on marketable securities................. 64 -
Noncash financing activities:
Treasury stock issued under stock-based compensation plans......... 1,140 -
Capital lease obligations incurred by the company.................. 1,833 1,628
Conversion of debenture to Series D convertible preferred stock.... - 6,000
</TABLE>
See Notes to Consolidated Financial Statements.
<PAGE>
-7-
THE TURNER CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(in thousands, except share amounts)
1. EARNINGS PER SHARE
The following table reconciles the components of basic and diluted earnings
per share.
<TABLE>
<CAPTION>
NINE MONTHS ENDED
SEPTEMBER 30,
1998 1997
- ----------------------------------------------------------------------------------------------------
<S> <C> <C>
Numerator:
Net income........................................................... $ 13,034 $ 5,098
Preferred stock dividends, net of tax benefits....................... (1,694) (1,454)
----------- -----------
Basic earnings per common share - income
available for common shareholders.................................. 11,340 3,644
----------- -----------
Effect of dilutive securities (a):
Series C preferred stock dividends................................. 542 -
Series D preferred stock dividends................................. 362 85
Series B preferred stock dividends, net of tax benefits............ 790 795
Series B preferred stock dividend differential..................... (790) (795)
Interest expense on Series D convertible debenture, net of tax..... - 148
----------- -----------
904 233
----------- -----------
Diluted earnings per common share - income
available for common shareholders.................................. $ 12,244 $ 3,877
----------- -----------
Denominator:
Basic earnings per common share - weighted average
common shares outstanding.......................................... 8,040,634 7,915,559
----------- -----------
Effect of dilutive securities (a):
Stock-based compensation plans..................................... 593,008 633,656
Convertible preferred stock, Series C.............................. 1,500,000 -
Convertible preferred stock, Series D.............................. 900,000 900,000
Convertible preferred stock, Series B.............................. 1,262,188 1,268,961
----------- -----------
4,255,196 2,802,617
----------- -----------
Diluted earnings per common share - weighted average
common and common equivalent shares outstanding.................... 12,295,830 10,718,176
----------- -----------
Basic earnings per common share....................................... $ 1.41 $ 0.46
Diluted earnings per common share..................................... $ 1.00 $ 0.36
</TABLE>
(a) The common stock equivalent shares for the nine months ended September 30,
1997 did not include the Series C convertible preferred shares in the
calculation of diluted earnings per common share because the effect would
be antidilutive.
2. STOCK SPLIT
On July 24, 1998, the Board of Directors authorized a three-for-two stock
split, effected in the form of a 50 percent stock dividend that was paid on
August 14, 1998 to shareholders of record on August 3, 1998. An amount equal to
the par value of the common shares to be issued was transferred from paid in
capital to common stock. This transfer has been reflected in the Consolidated
Statement of Changes in Common Stockholders' Equity at September 30, 1998. In
addition, all references to number of shares and to per share information in the
consolidated financial statements have been adjusted to reflect the stock split
on a retroactive basis.
<PAGE>
-8-
3. ACCOUNTING PRONOUNCEMENTS
In February 1998, the Financial Accounting Standards Board (the "FASB")
issued Statement of Financial Accounting Standards ("SFAS") No. 132, "Employers'
Disclosures about Pensions and Other Postretirement Benefits." This statement
revises employers' disclosures about pension and other postretirement benefit
plans. The Statement does not change the measurement or recognition of those
plans. The Statement standardizes the disclosure requirements for pensions and
other postretirement benefits to the extent practicable, requires additional
information on changes in the benefit obligations and fair value of plan assets
that will facilitate financial analysis, and eliminates certain disclosures. The
disclosure requirements for this statement are effective for fiscal years
beginning after December 15, 1997. The Company will conform with the new
standard as of December 31, 1998.
In June 1997, the FASB issued SFAS No. 131, "Disclosures about Segments of
an Enterprise and Related Information." This statement requires that the Company
report financial and descriptive information about its reportable operating
segments in financial statements issued to shareholders for interim and annual
periods. The Statement also establishes standards for related disclosures about
products and services, geographic areas and major customers. Under this
Statement, operating segments are components of an enterprise about which
separate financial information is available that is regularly evaluated by the
enterprise's chief operational decision-maker in deciding how to allocate
resources and in assessing performance. This statement is effective for fiscal
years beginning after December 15, 1997. The Company will conform with the new
standard as of December 31, 1998.
<PAGE>
-9-
ITEM 2 MANAGEMENT'S DISCUSSION & ANALYSIS OF FINANCIAL CONDITION AND RESULTS
- ------
OF OPERATIONS
RESULTS OF OPERATIONS
The company reported net income of $5.3 million or $0.41 diluted earnings per
share for the third quarter of 1998, more than double that of the third quarter
of 1997. Basic earnings per share were $0.60 for the third quarter of 1998
versus $0.21 per share for the same period in 1997.
Value of construction completed, which includes in addition to revenue,
construction costs incurred by owners on construction management and similar
projects, was $1.1 billion for the third quarter of 1998 versus $988 million for
the same period in 1997, an increase of 12%. For the first nine months of 1998,
value of construction completed was $3.0 billion versus $2.7 billion for the
first nine months of 1997, an increase of 14%. For the first time in company
history, value of construction completed through the first nine months exceeded
$3 billion.
Revenue from construction contracts was $963 million for the third quarter of
1998 versus $852 million for the same period in 1997, an increase of 13%. For
the first nine months of 1998, revenue from construction contracts was $2.7
billion versus $2.3 billion for the first nine months of 1997, an increase of
16%. This growth reflects the continuation of strong market conditions across
the United States in non-residential construction.
Earnings from construction contracts were $24.9 million for the third quarter
of 1998 versus $21.4 million for the same period in 1997, an increase of 17%.
For the first nine months of 1998, earnings from construction contracts were
$68.7 million versus $58.6 million for the first nine months of 1997. These
results reflect not only the growth in construction revenue but also an
improvement in margins for new contracts secured over the past several years.
Construction operating expenses, which are costs incurred by the company's
construction operating units and subsidiaries that are not directly attributable
and charged to construction contracts, were $14.4 million for the third quarter
of 1998 versus $10.5 million for the same period in 1997, an increase of 37%.
For the first nine months of 1998, construction operating expenses were $42.1
million versus $34.9 million for the first nine months of 1997, an increase of
21% due primarily to an increase in incentive compensation expense as a result
of improved profitability levels of the company and higher levels of
construction activity.
General and administrative expenses, representing corporate overhead
expenses, were $3.0 million for the third quarter of 1998 versus $6.5 million
for the same period in 1997, a decrease of 54%. For the first nine months of
1998, general and administrative expenses were $8.2 million versus $11.8 million
for the first nine months of 1997, a decrease of 31%. The third quarter of 1997
included expenses recognized for stock awards and stock option grants to the
Company's Officers and Board of Directors.
Losses from real estate operations were $179,000 and $484,000 for the three
and nine month periods ended September 30, 1998, respectively. Rental and other
income and the cost of operations for the first nine months of 1998, declined
61% and 67%, respectively, as a result of real estate sales over the past two
years.
Interest expense was $241,000 for the third quarter of 1998 versus $1.5
million for the same period in 1997, a decrease of 84%. For the first nine
months of 1998, interest expense was $699,000 versus $5.1 million for the first
nine months of 1997, a decrease of 86% due primarily to lower debt levels in
1998. In December 1997, the Company repaid its $39.5 million 11.74% Senior
Notes.
Other income was $2.6 million for the third quarter of 1998 versus $1.4
million for the same period in 1997, an increase of 80%. For the first nine
months of 1998, other income was $6.5 million versus $3.1 million for the first
nine months of 1997, an increase of 108% due to increased interest income
attributable to higher investment balances maintained by the Company.
Backlog of value of construction to be completed was $4.64 billion at
September 30, 1998 versus $4.01 billion at December 31, 1997, an increase of
16%. Anticipated earnings associated with backlog from construction contracts
was $114.7 million at September 30, 1998 versus $104.7 million at December 31,
1997, an increase of 10%. These increases were due to new contracts with a
construction value of more than $1 billion being secured for the second
consecutive quarter, a record for the company. For the first nine months of
1998, the company has secured new contracts with a construction value of $3.5
billion. This represents $115.6 million more than the entire year of 1997.
Estimated earnings from construction contracts cannot and should not be used as
the basis of predictions with respect to future net income.
<PAGE>
-10-
Item 2 MANAGEMENT'S DISCUSSION & ANALYSIS OF FINANCIAL CONDITION AND RESULTS
- ------
OF OPERATIONS (CONTINUED)
Because of the varying proportion of construction, construction management
and construction consulting contracts, the relationship of value of work
completed and earnings from construction contracts are not necessarily
meaningful in the short run.
FINANCIAL CONDITION
At September 30, 1998, the company had cash and marketable securities of
$255.6 million, compared with $172.1 million at December 31, 1997 and $122.0
million at the end of 1996.
Cash flows for the nine months ended September 30, 1998, resulted in a net
increase of funds of $43.8 million. Cash flows provided by operating activities
amounted to $92.4 million due primarily to an increase in construction activity
and the timing of associated receipts and disbursements. Cash flows used in
investing activities amounted to $40.0 million which is principally due to the
purchases and sales of marketable securities. Cash flows used in financing
activities amounted to $8.6 million due primarily to the purchases of treasury
stock. In August 1998, the company announced that it had completed the stock
repurchase program adopted in November of 1997 under which the company was
authorized to purchase up to 5% of the company's common stock. The company also
announced adoption of a new stock repurchase program under which up to an
additional 5% of the company's common stock may be repurchased. Repurchases may
be made from time to time in the open market or in negotiated transactions as
market and economic conditions warrant and may be discontinued at any time. The
company will fund repurchases through internally generated funds. The company's
management believes that the company's financial condition and available credit
facilities at September 30, 1998 are sufficient to support the present and
prospective levels of the company's operations.
YEAR 2000
The Year 2000 issue results from computer programs and circuitry that do not
differentiate between the year 1900 and the year 2000 because they are written
using two- rather than four-digit dates to define the applicable year. If not
corrected, many computer applications and date-sensitive devices could fail or
create erroneous results by or at January 1, 2000. The Year 2000 issue affects
virtually all companies and organizations, including the company.
The company has developed, circulated and is implementing a plan, the goal of
which is to assure that the company will achieve Year 2000 readiness in time to
avoid significant Year 2000 failures. The company is proceeding with its
assessment of the Year 2000 readiness issues for its computer systems, business
processes, facilities and equipment to assure their continued functionality.
The company is also continuing its assessment of the readiness of external
entities, such as subcontractors, suppliers, vendors, and customers that
interface with the company. Further, the company has developed and is in the
process of implementing a contingency plan that is designed to lessen the impact
of any year 2000 problems which may ultimately be incurred.
The company believes based upon its internal reviews and other factors, that
future external and internal costs to be incurred relating to the modification
of internal-use software for the year 2000 will not have a material adverse
effect on the company's results of operations or financial position. In
addition, the company believes that its internal computer systems, facilities,
and equipment will be upgraded for Year 2000. However, there is no assurance
that all of the planned upgrades will be completed in time or function as
intended. In such an event, the company may experience significant disruptions,
the cost of which the company is unable to estimate at this time. The company,
also, cannot assure that its failure or failure of third parties to address
adequately Year 2000 issues will not have a material adverse effect on the
company.
<PAGE>
-11-
PART II - OTHER INFORMATION
ITEM 6 EXHIBITS AND REPORTS ON FORM 8-K
- ------
(a) Exhibit 11 - Incorporated herein by reference to Note 1 to the
Company's Consolidated Financial Statements.
(b) During the nine months ended September 30, 1998 no Form 8-K was
required to be filed reporting any material or unusual charges or
credits to income, or any change in independent accountants.
<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:
THE TURNER CORPORATION
-----------------------------
(Registrant)
Date: November 10, 1998 /s/ R. E. Fee
-----------------------------
(Signature)
R. E. Fee
President and
Chief Operating Officer
Date: November 10, 1998 /s/ D. G. Sleeman
-----------------------------
(Signature)
D. G. Sleeman
Senior Vice President,
Chief Financial Officer and
Chief Accounting Officer
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<LEGEND>
The schedule contains certain summary financial information extracted from the
Company's financial statements and notes thereto and is qualified in its
entirety by reference to such financial statements. The Company files an
unclassified balance sheet, certain line items are not applicable. All values
except share amounts are in thousands.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-END> SEP-30-1998
<CASH> 197,035
<SECURITIES> 58,593
<RECEIVABLES> 738,050
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 67,653
<DEPRECIATION> 44,777
<TOTAL-ASSETS> 1,134,486
<CURRENT-LIABILITIES> 0
<BONDS> 19,583
0
854
<COMMON> 8,375
<OTHER-SE> 74,722
<TOTAL-LIABILITY-AND-EQUITY> 1,134,486
<SALES> 0
<TOTAL-REVENUES> 2,704,071
<CGS> 0
<TOTAL-COSTS> 2,635,812
<OTHER-EXPENSES> 50,337
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 699
<INCOME-PRETAX> 23,698
<INCOME-TAX> 10,664
<INCOME-CONTINUING> 13,034
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 13,034
<EPS-PRIMARY> 1.41
<EPS-DILUTED> 1.00
</TABLE>
