<PAGE>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the quarterly period ended June 30, 1996
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from ________ to _______________
Commission File Number: 0-13468
EXPEDITORS INTERNATIONAL OF WASHINGTON, INC.
(Exact name of registrant as specified in its charter)
Washington 91-1069248
(State of other jurisdiction of (IRS Employer
incorporation or organization) Identification Number)
999 Third Avenue, Suite 2500, Seattle, Washington 98104
(Address of principal executive offices) (Zip Code)
(206) 674-3400
(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____
At August 7, 1996, the number of shares outstanding of the issuer's
Common Stock was 12,080,309.
Page 1 of 14 pages.
The Exhibit Index appears on page 13.
1
<PAGE>
PART I. FINANCIAL INFORMATION
- ------------------------------
ITEM 1. FINANCIAL STATEMENTS.
- ------------------------------
EXPEDITORS INTERNATIONAL OF WASHINGTON, INC.
AND SUBSIDIARIES
Condensed Consolidated Balance Sheets
(In thousands, except share data)
June 30, December 31,
ASSETS 1996 1995
- ------ --------- ------------
(Unaudited)
Current assets:
Cash and cash equivalents $ 35,491 36,142
Short term investments 2,074 457
Accounts receivable, net 143,918 123,793
Deferred Federal and state taxes 4,619 4,113
Other current assets 5,964 3,862
-------- -------
Total current assets 192,066 168,367
Property and equipment, net 41,985 28,242
Other assets, net 10,479 7,519
-------- -------
$244,530 204,128
-------- -------
-------- -------
LIABILITIES AND SHAREHOLDERS' EQUITY
- ------------------------------------
Current liabilities:
Short term borrowings $ 13,715 285
Accounts payable 87,409 72,238
Income taxes 4,052 3,284
Other current liabilities 13,478 11,129
-------- -------
Total current liabilities 118,654 86,936
Shareholders' equity:
Preferred stock, par value $.01
per share. Authorized 2,000,000
shares; none issued -- --
Common stock, par value $.01 per share.
Authorized 40,000,000 shares; issued
and outstanding 12,073,870 shares at
June 30, 1996, and 12,010,663 at
December 31, 1995 121 120
Additional paid-in capital 13,563 13,129
Retained earnings 109,124 100,928
Equity adjustments from foreign
currency translation 3,068 3,015
-------- -------
Total shareholders' equity 125,876 117,192
-------- -------
$244,530 204,128
-------- -------
-------- -------
2
<PAGE>
EXPEDITORS INTERNATIONAL OF WASHINGTON, INC.
AND SUBSIDIARIES
Condensed Consolidated Statements of Earnings
(In thousands, except share data)
(Unaudited)
<TABLE>
<CAPTION>
Three months ended Six months Ended
June 30, June 30,
----------------------- -----------------------
1996 1995 1996 1995
---------- --------- ---------- ----------
<S> <C> <C> <C> <C>
Revenues:
Airfreight $115,315 98,838 208,581 185,626
Ocean freight 35,270 28,926 64,654 52,879
Customs brokerage and import
services 15,621 13,756 30,641 25,893
-------- ------- ------- -------
Total revenues 166,206 141,520 303,876 264,398
-------- ------- ------- -------
-------- ------- ------- -------
Operating expenses:
Airfreight consolidation 92,667 82,235 167,121 153,524
Ocean freight consolidation 26,409 22,553 48,893 40,856
Salaries and related costs 25,566 19,967 48,641 38,847
Rent 2,111 1,593 3,894 3,167
Other 11,072 8,816 21,396 16,806
-------- ------- ------- -------
Total operating expenses 157,825 135,164 289,945 253,200
Operating income 8,381 6,356 13,931 11,198
Other income, net 549 410 1,152 879
-------- ------- ------- -------
Earnings before income taxes 8,930 6,766 15,083 12,077
Income tax expense 3,559 2,679 5,923 4,772
-------- ------- ------- -------
Net earnings $ 5,371 4,087 9,160 7,305
-------- ------- ------- -------
-------- ------- ------- -------
Net earnings per share $.42 $.33 $.72 $.58
---- ---- ---- ----
---- ---- ---- ----
Weighted average number of
common shares 12,750,360 12,554,600 12,732,990 12,501,500
---------- ---------- ---------- ----------
---------- ---------- ---------- ----------
</TABLE>
3
<PAGE>
EXPEDITORS INTERNATIONAL OF WASHINGTON, INC.
AND SUBSIDIARIES
Condensed Consolidated Statements of Cash Flows
(In thousands)
(Unaudited)
<TABLE>
<CAPTION>
Three months ended Six months Ended
June 30, June 30,
----------------------- -----------------------
1996 1995 1996 1995
---------- --------- ---------- ----------
<S> <C> <C> <C> <C>
Operating Activities:
Net earnings $ 5,371 4,087 9,160 7,305
Adjustments to reconcile net
earnings to net cash provided
by operating activities:
Provision for losses on
accounts receivable 491 54 859 243
Deferred income tax
(benefit) expense (92) 178 (553) 465
Depreciation and
amortization 1,942 1,603 3,829 3,134
Other 92 75 195 127
Changes in operating assets and
liabilities:
Increase in accounts
receivable (19,861) (10,526) (20,118) (17,914)
Increase in other current
assets (1,344) (1,585) (2,122) (2,723)
Increase (Decrease) in
accounts payable and other
current liabilities 14,791 (1,608) 17,790 10,465
------- ------- ------- -------
Net cash provided (used in) by
operating activities 1,390 (7,722) 9,040 1,102
------- ------- ------- -------
Investing Activities:
(Increase) Decrease in short-
term investments (1,861) 1,383 (1,601) 1,518
Purchase of property and
equipment (16,285) (2,225) (17,907) (3,887)
Other (2,864) (13) (2,734) (901)
------- ------- ------- -------
Net cash used in investing
activities (21,010) (855) (22,242) (3,270)
------- ------- ------- -------
Financing Activities:
Short-term borrowings, net 13,522 3,879 13,468 3,879
Proceeds from issuance of
common stock 502 306 945 415
Repurchases of common stock (345) (299) (851) (415)
Dividends paid (964) (717) (964) (717)
------- ------- ------- -------
Net cash provided by
financing activities 12,715 3,169 12,598 3,162
Effect of exchange rate changes
on cash (132) 26 (47) 380
------- ------- ------- -------
(Decrease) increase in cash and cash
equivalents (7,037) (5,382) (651) 1,374
Cash and cash equivalents at beginning
of period 42,528 28,183 36,142 21,427
------- ------- ------- -------
Cash and cash equivalents at end
of period $35,491 22,801 35,491 22,801
------- ------- ------- -------
------- ------- ------- -------
</TABLE>
4
<PAGE>
EXPEDITORS INTERNATIONAL OF WASHINGTON, INC.
AND SUBSIDIARIES
Notes to Condensed Consolidated Financial Statements
Note 1. Summary of Significant Accounting Policies
The attached condensed consolidated financial statements have been
prepared pursuant to the rules and regulations of the Securities and Exchange
Commission. As a result, certain information and footnote disclosures
normally included in financial statements prepared in accordance with
generally accepted accounting principles have been condensed or omitted. The
Company believes that the disclosures made are adequate to make the
information presented not misleading. The condensed consolidated financial
statements reflect all adjustments which are, in the opinion of management,
necessary for a fair statement of the results for the interim periods
presented. Certain 1995 amounts have been reclassified to conform to the
1996 presentation. These condensed consolidated financial statements should
be read in conjunction with the financial statements and related notes
included in the Company's report on Form 10-K as filed with the Securities
and Exchange Commission on or about April 1, 1996.
5
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS
GENERAL
Expeditors International of Washington, Inc. is engaged in the
business of global logistics management, including international freight
forwarding and consolidation, for both air and ocean freight. The Company
also acts as a customs broker in all United States offices, and in many of
its other offices. The Company also provides additional services for its
customers including value added distribution, purchase order management,
vendor consolidation and other logistics solutions. The Company offers
domestic forwarding services only in conjunction with international
shipments. The Company does not compete for overnight courier or small
parcel business. The Company does not own or operate aircraft or steamships.
International trade is influenced by many factors, including economic
and political conditions in the United States and abroad, currency exchange
rates, and United States and foreign laws and policies relating to tariffs,
trade restrictions, foreign investments and taxation. Periodically,
governments consider a variety of changes to current tariffs and trade
restrictions. The Company cannot predict which, if any, of these proposals
may be adopted. Nor can the Company predict the effects adoption of any such
proposal will have on the Company's business. Doing business in foreign
locations also subjects the Company to a variety of risks and considerations
not normally encountered by domestic enterprises. In addition to being
affected by governmental policies concerning international trade, the
Company's business may also be affected by political developments and changes
in government personnel or policies in the nations in which it does business.
The Company's ability to provide services to its customers is highly
dependant on good working relationships with a variety of entities including
airlines, ocean carriers and governmental agencies. The Company considers
its current working relationships with these entities to be satisfactory.
However, changes in space allotments available from carriers, governmental
deregulation efforts, "modernization" of the regulations governing customs
brokerage, and/or changes in governmental quota restrictions could affect the
Company's business in unpredictable ways.
Historically, the Company's operating results have been subject to a
seasonal trend when measured on a quarterly basis. The first quarter has
traditionally been the weakest and the third quarter has traditionally been
the strongest. This pattern is the result of, or is influenced by, numerous
factors including climate, national holidays, consumer demand, economic
conditions and a myriad of other similar and subtle forces. In addition,
this historical quarterly trend has been influenced by the growth and
diversification of the Company's international network and service offerings.
The Company cannot accurately forecast many of these factors nor can the
Company estimate accurately the relative influence of any particular factor
and, as a result, there can be no assurance that historical patterns, if any,
will continue in future periods.
A significant portion of the Company's revenues are derived from
customers in industries whose shipping patterns are tied closely to consumer
demand, and from customers in industries whose shipping patterns are
dependent upon just-in-time production schedules. Therefore, the timing of
the Company's revenues are, to a large degree, impacted by factors out of the
Company's control, such as a sudden change in consumer demand for retail
goods and/or manufacturing production delays. Additionally, many customers
ship a significant portion of their goods at or near the end of a quarter,
and therefore, the Company may not learn of a shortfall in revenues until
late in a quarter. To the extent that a shortfall in revenues or earnings
was not expected by securities analysts, any such shortfall from levels
predicted by securities analysts could have an immediate and adverse effect
on the trading price of the Company's stock.
6
<PAGE>
RESULTS OF OPERATIONS
The following table shows the consolidated net revenues (revenues
less consolidation expenses) attributable to the Company's principal services
and the Company's expenses for the three and six-month periods ended June 30,
1996 and 1995, expressed as percentages of net revenues. With respect to the
Company's services other than freight consolidation, net revenues are
identical to revenues. Management believes that net revenues are a better
measure than total revenues of the relative importance of the Company's
principal services since total revenues earned by the Company as a freight
consolidator include the carriers' charges to the Company for carrying the
shipment whereas revenues earned by the Company in its other capacities
include only the commissions and fees actually earned by the Company.
The table and the accompanying discussion and analysis should be read
in conjunction with the condensed consolidated financial statements and
related notes thereto which appear elsewhere in this Quarterly Report.
<TABLE>
<CAPTION>
Three months ended June 30, Six months ended June 30,
1996 1995 1996 1995
---- ---- ---- ----
Percent Percent Percent Percent
of net of net of net of net
Amount revenues Amount revenues Amount revenues Amount revenues
------- -------- ------- -------- ------- -------- ------- --------
(Amounts in thousands)
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Net Revenues:
Airfreight $22,648 48 16,603 45 41,460 47 32,102 46
Ocean freight 8,861 19 6,373 17 15,761 18 12,023 17
Customs brokerage and
import services 15,621 33 13,756 38 30,641 35 25,893 37
------- --- ------- --- ------- --- ------- ---
Net revenues 47,130 100 36,732 100 87,862 100 70,018 100
------- --- ------- --- ------- --- ------- ---
Operating expenses:
Salaries and
related costs 25,566 54 19,967 54 48,641 55 38,847 55
Other 13,183 28 10,409 28 25,290 29 19,973 29
------- --- ------- --- ------- --- ------- ---
Total operating
expenses 38,749 82 30,376 82 73,931 84 58,820 84
------- --- ------- --- ------- --- ------- ---
Operating income 8,381 18 6,356 18 13,931 16 11,198 16
Other income, net 549 1 410 1 1,152 1 879 1
------- --- ------- --- ------- --- ------- ---
Earnings before
income taxes 8,930 19 6,766 19 15,083 17 12,077 17
Income tax expense 3,559 8 2,679 8 5,923 7 4,772 7
------- --- ------- --- ------- --- ------- ---
Net earnings $ 5,371 11% $ 4,087 11% $ 9,160 10% $ 7,305 10%
------- --- ------- --- ------- --- ------- ---
------- --- ------- --- ------- --- ------- ---
</TABLE>
Air freight net revenues increased 36% and 29%, respectively for the
three and six-month periods ended June 30, 1996 as compared with the same
period for 1995. This increase was primarily due to (1) increased airfreight
tonnage handled by the Company from the Far East, North America and Europe
and (2) increased prices charged by airlines which were passed along to
customers. Management also believes that the Company was more efficient
during the three and six-month periods ended June 30, 1996 in the handling
and routing of shipments
7
<PAGE>
through key export gateway locations, particularly in North America. To the
extent that it is successful in increasing its concentration of export
freight in key export gateway locations, the Company has been able to take
advantage of the volume, weight and service-related incentives offered by the
direct air carriers.
Ocean freight net revenues increased 39% and 31%, respectively for
the three and six-month periods ended June 30, 1996 as compared with the same
period for 1995 as a result of a Company decision to aggressively market
extremely competitive ocean freight rates to its customers, primarily on
freight moving eastbound from the Far East. During the first three months of
1996, there was severe pricing pressure on this lane. Despite falling
prices, the Company was able to substantially maintain margins and expand
market share, a development management believes to be significant in
assessing its strength in the highly competitive transpacific NVOCC
(Non-Vessel Operating Common Carrier) market. During the three months ended
June 30, 1996, the pricing situation stabilized somewhat, allowing moderate
margin expansion in the second quarter. In addition to increases in the
traditional NVOCC and ocean forwarding business, ECMS (Expeditors Cargo
Management Systems), the Company's ocean freight consolidation management and
purchase order tracking service, was instrumental in providing new business.
Customs brokerage and import services increased 14% and 18% for the
three and six-month periods ended June 30, 1996 as compared with the same
period for 1995 as a result of (1) the Company's growing reputation for
providing high quality service; (2)consolidation within the customs brokerage
market as customers seek out customs brokers with the sophisticated
computerized capabilities critical to an overall logistics management
program, and (3) the growing importance of distribution services as a
separate and distinct service offered to existing and potential customers.
Salaries and related costs increased during the three and six-month
periods ended June 30, 1996 compared with the same period in 1995 as a result
of (1) the Company's increased hiring of sales, operations, and
administrative personnel in existing and new offices to accommodate increases
in business activity and (2) increased compensation levels. Salaries and
related costs have, however, remained virtually constant as a percentage of
net revenue--a measure that management believes is significant in assessing
the effectiveness of corporate cost containment objectives. The relatively
consistent relationship between salaries and net revenues is the result of a
compensation philosophy that has been maintained since the inception of the
Company: offer a modest base salary and the opportunity to share in a fixed
and determinable percentage of the operating profit of the business unit
controlled by each key employee. Using this compensation model, changes in
individual compensation will occur in proportion to changes in Company
profits. Management believes that the organic growth in revenues, net revenue
and net income for the three and six-month periods ended June 30, 1996 and
1995 are a direct result of the incentives inherent in the Company's
compensation program.
Other operating expenses increased for the three and six-month
periods ended June 30, 1996 as compared with the same period in 1995 as rent
expense, communications expense, quality and training expenses, and other
costs expanded to accommodate the Company's growing operations. Other
operating expenses as a percentage of net revenues remained virtually
constant for the three and six-month periods ended June 30, 1996, as compared
with the same periods in 1995. Other income, net, increased for the three
and six-month periods ended June 30, 1996 as compared with the same periods
in 1995 primarily due to higher interest income from increased cash flow.
The Company pays income taxes in the United States and other
jurisdictions. In addition, the Company pays various other taxes, which are
typically included in costs of operations. Effective income tax rates per
financial statements during the three and six-month periods ended June 30,
1996 were virtually constant as compared with the same periods in 1995.
Currency and Other Risk Factors
International air/ocean freight forwarding and customs brokerage are
intensively competitive and are expected to remain so for the foreseeable
future. There are a large
8
<PAGE>
number of entities competing in various portions of the global logistics
industry, however, the Company's primary competition is confined to a
relatively small number of companies within this group. While there is
currently a marked trend within the industry toward consolidation into large
firms with multinational office and agency networks, regional and local
broker/forwarders remain a competitive force.
Historically, the primary competitive factors in the global logistics
industry have been price and quality of service, including reliability,
responsiveness, expertise, convenience, and scope of operations. The Company
emphasizes quality service and believes that its prices are competitive with
those of others in the industry. Recently customers have exhibited a trend
toward the more sophisticated and efficient procedures for the management of
the logistics supply chain by embracing strategies such as just-in-time
inventory management. Accordingly, sophisticated computerized customer
service capabilities and a stable worldwide network have become significant
factors in attracting and retaining customers.
Developing these systems and a worldwide network has added a
considerable indirect cost to the services provided to customers. Smaller
and middle-tier competitors, in general, do not have the resources available
to develop customized systems and worldwide network. As a result, there is a
significant amount of consolidation currently taking place in the industry.
Management expects that this trend toward consolidation will continue for the
short to medium term. Historically, growth through aggressive acquisition
has proven to be a challenge for many of the Company's competitors and
typically involves the purchase of significant "goodwill", the value of which
can be realized in large measure only by retaining the customers and profit
margins of the acquired business. As a result, the Company has pursued a
strategy emphasizing organic growth supplemented by certain strategic
acquisitions.
The nature of the Company's worldwide operations necessitates the
Company dealing with a multitude of currencies other than the U.S. dollar.
This results in the Company being exposed to the inherent risks of the
international currency markets and governmental interference. Many of the
countries where the Company maintains offices and/or agency relationships
have strict currency control regulations which influence the Company's
ability to hedge foreign currency exposure. The Company tries to compensate
for these exposures by accelerating international currency settlements among
these offices or agents. Foreign currency gains and losses recognized during
the second quarter of 1996 and 1995 were immaterial.
The Company has traditionally generated revenues from air freight,
ocean freight and customs brokerage and other import services. In light of
the customer-driven trend to provide customer rates on a door-to-door basis,
management foresees the potential, in the medium to long-term, for fees
normally associated with customs house brokerage to be de-emphasized and
included as a component of other services offered by the Company.
Liquidity and Capital Resources
The Company's principal source of liquidity is cash generated from
operations. At June 30, 1996, working capital was $73 million, including cash
and short-term investments of $38 million. The Company had no long-term debt
at June 30, 1996. While the nature of its business does not require an
extensive investment in property and equipment, the Company is actively
looking for suitable facilities and/or property to acquire at or near
airports in certain cities in North America and overseas. During the three
month period ended June 30, 1996, the Company purchased land and a 150,000
square foot office and warehouse facility in Inwood, New York and the Company
entered into a lease-purchase agreement for a corporate office building
located in Seattle, Washington. Including these two facilities, the Company
expects to spend approximately $31 million on property and equipment in 1996,
which is expected to be financed with cash, short-term floating rate and/or
long-term fixed-rate borrowings.
The Company maintains foreign and domestic borrowings under unsecured
bank lines of credit totaling $15 million. At June 30, 1996, the Company was
directly liable for $13.7 drawn on these lines of credit and was contingently
liable for an additional $13.5 million of standby letters of credit. In
addition, the Company maintains a bank facility with its U.K. bank for
9
<PAGE>
$7.75 million of which the Company was contingently liable for $7.4 million.
Management believes that the Company's current cash position, bank financing
arrangements, and operating cash flows will be sufficient to meet its capital
and liquidity requirements for the foreseeable future.
In some cases, the Company's ability to repatriate funds from foreign
operations may be subject to foreign exchange controls. In addition, certain
undistributed earnings of the Company's subsidiaries accumulated through
December 31, 1992 would, under most circumstances, be subject to some
additional United States income tax if distributed to the Company. The
Company has not provided for this additional tax because the Company intends
to reinvest such earnings to fund the expansion of its foreign activities, or
to distribute them in a manner in which no significant additional taxes would
be incurred.
10
<PAGE>
EXPEDITORS INTERNATIONAL OF WASHINGTON, INC.
AND SUBSIDIARIES
PART II. OTHER INFORMATION
- ---------------------------
ITEM 1. LEGAL PROCEEDINGS
- -------------------------
The Company is ordinarily involved in claims and lawsuits which arise
in the normal course of business, none of which currently, in management's
opinion, will have a significant effect on the Company's financial condition.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
- -----------------------------------------------------------
(a) The annual meeting of the Shareholders was held on May 8, 1996.
(b) The following directors were elected to the Board of Directors to
serve a term of one year and until their successors are elected and
qualified:
For Withheld
--- --------
P.J. Rose 10,537,674 27,412
K.M. Walsh 10,537,714 27,372
J.L.K. Wang 10,537,714 27,372
J.J. Casey 10,550,514 14,572
D.P. Kourkoumelis 10,550,814 14,272
J.W. Meisenbach 10,550,396 14,690
(c) Not applicable.
(d) Not applicable.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
- ----------------------------------------
(a) Exhibits required by Item 601 of Regulation S-K.
Exhibit
Number Description
-------- -----------
11.1 Statement re computation of per share earnings
(b) Reports on Form 8-K
No reports on Form 8-K were filed in the quarter ended June 30, 1996.
11
<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.
EXPEDITORS INTERNATIONAL OF WASHINGTON, INC.
August 7, 1996 /s/ PETER J. ROSE
--------------------------------------------
Peter J. Rose, Chairman
and Chief Executive Officer
(Principal Executive Officer)
August 7, 1996 /s/ R. JORDAN GATES
--------------------------------------------
R. Jordan Gates, Chief Financial
Officer and Treasurer
(Principal Financial and Accounting Officer)
12
<PAGE>
EXPEDITORS INTERNATIONAL OF WASHINGTON, INC.
AND SUBSIDIARIES
Form 10-Q Index and Exhibits
June 30, 1996
Exhibit
Number Description Page Number
- ------- ----------- -----------
11.1 Statement re computation of per share earnings 14
13
<PAGE>
EXPEDITORS INTERNATIONAL OF WASHINGTON, INC.
AND SUBSIDIARIES
Exhibit 11.1 Statement re computation of per share earnings
Net earnings per weighted average common share is computed using the
weighted average number of common shares and common share equivalents
outstanding during each period presented. Common share equivalents represent
stock options. Fully diluted earnings per share do not differ materially from
primary earnings per share.
14
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM
THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS SET FORTH AS ITEM 1 OF FORM 10-Q
FOR THE QUARTERLY PERIOD ENDED JUNE 30, 1996 AND IS QUALIFIED IN ITS ENTIRETY
BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-START> JAN-01-1996
<PERIOD-END> JUN-30-1996
<CASH> 35,491
<SECURITIES> 2,074
<RECEIVABLES> 143,918
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 192,066
<PP&E> 41,985
<DEPRECIATION> 0
<TOTAL-ASSETS> 244,530
<CURRENT-LIABILITIES> 118,654
<BONDS> 0
0
0
<COMMON> 121
<OTHER-SE> 125,755
<TOTAL-LIABILITY-AND-EQUITY> 244,530
<SALES> 0
<TOTAL-REVENUES> 303,876
<CGS> 0
<TOTAL-COSTS> 216,014
<OTHER-EXPENSES> 73,931
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 15,083
<INCOME-TAX> 5,923
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 9,160
<EPS-PRIMARY> .72
<EPS-DILUTED> .72
</TABLE>
