UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
__X__ Quarterly Report Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
For the quarterly period ended
March 31, 1998
or
_____ Transition Report Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Commission File Number 0-13111
ANALYTICAL SURVEYS, INC.
------------------------
(Exact name of small business issuer as specified in its charter)
Colorado 84-0846389
-------- ----------
(State of incorporation) (IRS Employer Identification No.)
1935 Jamboree Drive
Colorado Springs, Colorado 80920
-------------------------- -----
(Address of principal executive offices) (Zip Code)
(719) 264-5550
--------------
(Issuer's telephone number)
Check whether the issuer (1) filed all reports required to be filed by Section
13 or 15(d) of the Securities Exchange Act of 1934 during the past (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
ninety (90) days.
Yes __X__ No_____
The number of shares of common stock outstanding as of May 9, 1998 was
6,294,535.
<PAGE>
Part I Item 1.
ANALYTICAL SURVEYS, INC.
<TABLE>
<CAPTION>
CONSOLIDATED BALANCE SHEETS
(In Thousands)
(Unaudited)
March 31, September 30,
1998 1997
---- ----
<S> <C> <C>
Assets
Current assets
Cash ............................................. $ 1,040 1,559
Accounts receivable, net of allowance
for doubtful accounts of $166 and 164
at March 31, 1998 and September 30, 1997 ...... 10,745 8,991
Revenues in excess of billings ................... 32,631 21,613
Prepaid expenses and other ....................... 698 545
Prepaid income taxes ............................. 1,035
Deferred tax assets .............................. 308 136
-------- --------
Total current assets ............................. 46,457 32,844
-------- --------
Equipment and leasehold improvements
at cost
Equipment ........................................ 9,468 7,983
Furniture and fixtures ........................... 1,380 1,151
Leasehold improvements ........................... 508 499
-------- --------
11,356 9,633
Less Accumulated depreciation and amortization ... (6,204) (5,483)
-------- --------
5,152 4,150
Goodwill, net of accumulated amortization
of $958 and $368 at March 31, 1998 and
September 30, 1997, respectively ................. 11,922 12,353
Other intangibles, net of accumulated amortization
of $383 and $130 at March 31, 1998 and
September 30, 1997, respectively ................. 497 758
Deferred income taxes ................................ 131 41
-------- --------
Total Assets ......................................... $ 64,159 50,146
======== ========
</TABLE>
See accompanying notes to financial statements.
<PAGE>
ANALYTICAL SURVEYS, INC.
<TABLE>
<CAPTION>
CONSOLIDATED BALANCE SHEETS
(In Thousands)
(Unaudited)
March 31, September 30,
1998 1997
---- ----
<S> <C> <C>
Liabilities And Stockholders' Equity
Current liabilities
Line-of-credit with bank (Note 2) ........................... $ 5,990 $ 1,473
Current portion of long-term debt ........................... 3,251 3,051
Billings in excess of revenue ............................... 1,411 789
Accounts payable and accrued liabilities .................... 5,919 3,693
Accrued payroll and benefits ................................ 2,873 2,753
------- -------
Total current liabilities ................................... 19,444 11,759
Long-term debt, less current portion ............................ 13,439 14,145
Deferred compensation payable ................................... 299 411
------- -------
Total liabilities ............................................... 33,182 26,315
------- -------
Stockholders' Equity
Preferred stock-authorized 2,500,000 shares
of no par value; none issued and outstanding ............. -- --
Common stock-authorized 100,000,000 shares of no par value;
issued and outstanding 6,313 shares at March 31, 1998 and
6,114 shares at September 30, 1997 ....................... 19,058 15,269
Retained earnings ........................................... 11,919 8,562
------- -------
Total stockholders' equity ...................................... 30,977 23,831
------- -------
Total Liabilities And Equity .................................... $64,159 50,146
======= =======
</TABLE>
See accompanying notes to financial statements.
<PAGE>
ANALYTICAL SURVEYS, INC.
<TABLE>
<CAPTION>
CONSOLIDATED STATEMENTS OF OPERATIONS
(In Thousands Except Per Share Amounts)
(Unaudited)
Six Months Three Months
Ended Ended
March 31, March 31,
1998 1997 1998 1997
---- ---- ---- ----
<S> <C> <C> <C> <C>
Sales .............................. $ 37,353 16,160 19,951 8,550
-------- -------- -------- --------
Costs and expenses
Salaries, wages and benefits ... 18,405 7,587 9,583 3,912
Subcontractor costs ............ 4,345 3,028 2,735 1,801
Other general and administrative 6,601 2,601 3,426 1,298
Depreciation and amortization .. 1,608 653 830 315
-------- -------- -------- --------
30,959 13,869 16,574 7,326
-------- -------- -------- --------
Earnings from operations ........... 6,394 2,291 3,377 1,224
-------- -------- -------- --------
Other income (expense)
Interest expense, net .......... (884) (260) (448) (127)
Other .......................... 31 1 17 (3)
-------- -------- -------- --------
(853) (259) (431) (130)
-------- -------- -------- --------
Earnings before income taxes ....... 5,541 2,032 2,946 1,094
Income tax expense ................. 2,184 777 1,145 417
-------- -------- -------- --------
Net earnings ....................... $ 3,357 1,255 1,801 677
======== ======== ======== ========
Earnings per share
Basic ........................... $ 0.54 0.25 0.29 0.14
======== ======== ======== ========
Fully diluted ................... $ 0.50 0.24 0.27 0.13
======== ======== ======== ========
Average shares outstanding
Basic ........................... 6,163 4,923 6,207 4,957
======== ======== ======== ========
Fully diluted ................... 6,671 5,226 6,713 5,190
======== ======== ======== ========
</TABLE>
See accompanying notes to financial statements.
<PAGE>
ANALYTICAL SURVEYS, INC.
<TABLE>
<CAPTION>
CONSOLIDATED STATEMENTS OF CASH FLOWS
(In Thousands)
(Unaudited)
Six Months Six Months
Ended Ended
March 31, March 31,
1998 1997
---- ----
<S> <C> <C>
Cash flows provided (used)
by operating activities .......................... $(3,907) 2,124
------- -------
Cash flows from investing activities
Proceeds from sale of equipment .................. 21 157
Purchase of property and equipment ............... (1,924) (495)
Net assets acquired in business combinations ..... -- --
------- -------
Net cash used in investing activities ............ (1,903) (339)
------- -------
Cash flows from financing activities
Net borrowings (payments) under notes payable .... 4,517 (500)
Proceeds from issuance of long-term debt ......... 1,000 214
Principal payments of long-term debt ............. (1,506) (630)
Proceeds from issuance of common stock ........... 1,280 458
------- -------
Net cash provided (used)
by financing activities .................... 5,291 (458)
------- -------
Net increase (decrease) in cash ...................... (519) 1,328
Cash at beginning of period .......................... 1,559 1,022
------- -------
Cash at end of period ................................ $ 1,040 2,350
======= =======
Supplemental cash flow disclosures:
Cash paid for Interest ........................... $ 886 260
======= =======
Cash paid for income taxes ....................... $ 1,042 738
======= =======
</TABLE>
See accompanying notes to financial statements.
<PAGE>
ANALYTICAL SURVEYS, INC.
Quarterly Report on Form 10-Q
March 31, 1998
Notes to Consolidated Financial Statements
(Unaudited)
1. Summary of Significant Accounting Policies
The accompanying interim consolidated financial statements have been prepared by
management in accordance with the accounting policies described in the Company's
annual report for the year ended September 30, 1997. The consolidated financial
statements include the accounts of the Company and its subsidiaries. All
significant intercompany balances and transactions have been eliminated in
consolidation. The financial statements have not been audited by independent
auditors. Certain information and note disclosures normally included in
consolidated financial statements prepared in accordance with generally accepted
accounting principles have been omitted. These consolidated financial statements
should be read in conjunction with the audited consolidated financial statements
and related notes included in the Company's Annual Report of Form 10-K for the
year ended September 30, 1997.
The financial statements reflect all adjustments which are, in the opinion of
management, necessary to present fairly the financial position of Analytical
Surveys, Inc., at March 31, 1998 and its results of operations for the three and
six months ended March 31, 1998 and 1997, and its cash flows for the six months
ended March 31, 1998 and 1997. All such adjustments are of a normal recurring
nature.
The Company has adopted Statement of Financial Accounting Standards No. 128
"Earnings Per Share" ("SFAS 128"). SFAS 128 requires the restatement of all
prior-period earnings per share ("EPS") data. SFAS 128 replaces the presentation
of primary EPS, with a presentation of basic EPS and diluted EPS. Under SFAS
128, basic EPS excludes dilution for common stock equivalents and is computed by
dividing income available to common shareholders by the weighted average number
of common shares outstanding for the period. Diluted EPS reflects the potential
dilution that could occur if securities or other contracts to issue common stock
were exercised or converted into common stock or resulted in the issuance of
common stock that then shared in the earnings of the Company. The Company's
diluted EPS for prior periods will be the same as the primary EPS previously
reported while the Company's basic EPS will be greater than the primary EPS
previously reported.
<PAGE>
2. Notes Payable to Bank
In February 1998, the Company renewed its lines of credit loan agreements with
its existing bank for one year with a new maximum loan amount of $7,350,000. In
April 1998, the Company received a commitment from its bank to replace its lines
of credit with a new three year working capital line of credit with a maximum
loan amount of $11,000,000. The commitment also included a new $3,000,000 line
of credit for capital expenditures and a new $10,000,000 line of credit for use
in future acquisitions.
3. Stock Options
The following table summarizes stock option transactions under the Company's
four non-qualified stock option plans (in thousands except per share amounts):
Average
Shares under Option Price
option per share
Outstanding at September 30, 1997 1,288 $ 9.23
Exercised (199) 6.61
Issued 410 45.88
----
Outstanding March 31, 1998 1,499 19.60
=====
Options Exercisable at March 31, 1998: 361
===
Available for Grant at March 31, 1998 400
===
<PAGE>
Part I Item 2.
Management's Discussion and Analysis of
Financial Condition and Results of Operations
THE DISCUSSION BELOW OF ASI'S RESULTS OF OPERATIONS AND FINANCIAL CONDITION
SHOULD BE READ IN CONJUNCTION WITH THE COMPANY'S CONSOLIDATED FINANCIAL
STATEMENTS AND NOTES THERETO. WITH THE EXCEPTION OF HISTORICAL MATTERS AND
STATEMENTS OF CURRENT STATUS, CERTAIN MATTERS DISCUSSED BELOW AND ELSEWHERE IN
THIS REPORT ARE FORWARD-LOOKING STATEMENTS THAT INVOLVE SUBSTANTIAL RISKS AND
UNCERTAINTIES THAT COULD CAUSE ACTUAL RESULTS TO DIFFER MATERIALLY FROM TARGETS
OR PROJECTED RESULTS. FACTORS THAT COULD CAUSE ACTUAL RESULTS TO DIFFER
MATERIALLY INCLUDE, AMONG OTHERS, GROWTH THROUGH BUSINESS COMBINATIONS AND
INTERNAL EXPANSION, DEPENDENCE ON CERTAIN CUSTOMER SEGMENTS, THE ABILITY TO
ATTRACT AND RETAIN QUALIFIED EMPLOYEES, SUBCONTRACTORS AND CONSULTANTS,
DEPENDENCE ON ASI'S ABILITY TO CONTINUE TO OBTAIN NEW CONTRACTS FOR ITS
SERVICES, MANAGEMENT OF A LARGE AND RAPIDLY GROWING BUSINESS, ASSIMILATION OF
RECENTLY ACQUIRED BUSINESSES, PROJECT RISKS ASSOCIATED WITH HIGHER THAN EXPECTED
COSTS TO PERFORM UNDER CONTRACTS, PRICING AND MARGIN PRESSURE, AND COMPETITION.
GENERAL MARKET CONDITIONS ALSO MAY AFFECT FUTURE RESULTS, INCLUDING THE ECONOMIC
HEALTH OF THE UTILITIES MARKET, INTERNATIONAL ECONOMIC CONDITIONS, LOCAL TAX
COLLECTIONS AND OTHER BUDGETARY CONSTRAINTS APPLICABLE TO MUNICIPALITIES, AND
MUNICIPAL AND FEDERAL GOVERNMENT SPENDING LEVELS. MANY OF THESE FACTORS ARE
BEYOND THE COMPANY'S ABILITY TO PREDICT OR CONTROL. AS A RESULT OF THESE AND
OTHER FACTORS, THE COMPANY'S PAST FINANCIAL PERFORMANCE SHOULD NOT BE RELIED ON
AS AN INDICATOR OF FUTURE PERFORMANCE.
Results of Operations
Three Months Ended March 31, 1998 and 1997
SALES. The Company recognizes sales using percentage of completion accounting
based on the cost-to-cost method, whereby the percentage complete is based on
production costs incurred to date in relation to total estimated production
costs. Production costs are incurred as internal costs, primarily salaries and
wages, and external costs as subcontractor costs. Costs associated with
obtaining contracts are expensed as incurred. The Company's sales increased 133%
to $19.95 million for the three months ended March 31, 1998 from $8.55 million
for the three months ended March 31, 1997. Sixty percent of this increase was
due to the acquisition of MSE Corporation in July 1997 with the balance of the
increase attributed to internal growth at an annual rate of 30%.
COSTS AND EXPENSES. Salaries, wages and related benefits increased to $9.58
million for the second three months of fiscal 1998 from $3.91 million for the
same period of fiscal 1997. Salaries, wages and related benefits increased to
48% of sales in the three months ended March 31, 1998, up from 46% in the same
three months of fiscal 1997 because a greater proportion of production costs
were incurred as salaries and wages in 1998. Subcontractor costs increased in
absolute dollars to $2.74 million for the three months ended March 31, 1998 from
$1.80 million in 1997, but decreased as a percentage of sales to 14% from 21% in
1997. This decline as a percentage of sales was due to a reduced need for third
party subcontractors due in part to the ability of the Company after the
acquisition of MSE Corporation to perform more tasks internally. Other general
and administrative costs increased to $3.42 million for the second three months
of fiscal 1998 from $1.30 million for the same period of fiscal 1997. As a
percentage of sales, other general and administrative expenses increased to 17%
in the second three months of fiscal 1998 from 15% for the same period in fiscal
1997 due primarily to increased travel and other expenses related to the
integration of the MSE Corporation operations. Total costs and expenses
increased to $16.57 million for the three months ended March 31, 1998 from $7.33
million for the three months ended March 31, 1997. As a percentage of sales,
total costs and expenses declined to 83% in the second three months of fiscal
1998 from 86% for the same period in fiscal 1997. The overall decrease in costs
and expenses as a percentage of sales is attributable to volume related
efficiencies.
The Company acquired a subcontractor based in India subsequent to March 31,
1998. Subcontractor costs related to the acquired vendor were approximately 7%
of subcontractor costs (less than 1% of sales) for the three months ended March
31, 1998. In the future, operating expenses of this newly acquired production
facility will be included in the usual expense categories, not in subcontractor
costs.
OTHER INCOME (EXPENSE). Interest expense increased 253% to $448,000 for the
three months ended March 31, 1998 from $127,000 for the three months ended March
31, 1997. This increase was primarily due to the increased term debt incurred in
connection with the acquisition of MSE Corporation in July 1997 as well as
increased utilization of the Company's lines of credit.
NET EARNINGS. Due to the factors discussed above, net earnings increased 166% to
$1.80 million for the three months ended March 31, 1998 from $677,000 for the
three months ended March 31, 1997.
Six Months Ended March 31, 1998 and 1997
SALES. The Company's sales increased 131% to $37.35 million for the six months
ended March 31, 1998 from $16.16 million for the six months ended March 31,
1997. Sixty-five percent of this increase was due to the acquisition of MSE
Corporation in July 1997 with the balance of the increase attributed to internal
growth at an annual rate of 25%.
COSTS AND EXPENSES. Salaries, wages and related benefits increased to $18.40
million for the six months of fiscal 1998 from $7.59 million for the same period
of fiscal 1997. As a percentage of sales, salaries, wages and related benefits
increased to 49% in the six months of fiscal 1998 from 47% in the six months of
fiscal 1997 because a greater proportion of production costs were incurred as
salaries and wages in 1998. Subcontractor costs increased in absolute dollars to
$4.34 million for the six months of fiscal 1998 from $3.03 million for the same
period of fiscal 1997, but decreased as a percentage of sales to 12% in 1998
from 19% in 1997. This decline as a percentage of sales was due to a reduced
need for third party subcontractors due in part to the ability of the Company
after the acquisition of MSE Corporation to perform more tasks internally. Other
general and administrative costs increased to $6.60 million for the six months
of fiscal 1998 from $2.6 million for 1998. As a percentage of sales, other
general and administrative expenses increased to 18% in the six months of fiscal
1998 from 16% for the same period in fiscal 1997 due primarily to increased
travel and other expenses related to the integration of the MSE Corporation
operations. Total costs and expenses increased to $30.96 million for the six
months ended March 31, 1998 from $13.87 million for the six months ended March
31, 1997. As a percentage of sales, total costs and expenses declined to 83% in
the six months of fiscal 1998 from 86% for the same period in fiscal 1997. The
overall decrease in costs and expenses as a percentage of sales is attributable
to volume related efficiencies.
The Company acquired a subcontractor based in India subsequent to March 31,
1998. Subcontractor costs related to the acquired vendor were approximately 7%
of subcontractor costs (less than 1% of sales) for the six months ended March
31, 1998. In the future, operating expenses of this newly acquired production
facility will be included in the usual expense categories, not in subcontractor
costs.
OTHER INCOME (EXPENSE). Interest expense increased 240% to $884,000 for the six
months ended March 31, 1998 from $260,000 for the six months ended March 31,
1997. This increase was primarily due to the increased term debt incurred in
connection with the acquisition of MSE Corporation in July 1997 as well as
increased utilization of the Company's lines of credit.
NET EARNINGS. Due to the factors discussed above, net earnings increased 168% to
$3.36 million for the six months ended March 31, 1998 from $1.26 million for the
six months ended March 31, 1997.
BACKLOG. Backlog represents revenue not yet earned on contracts awarded to the
Company; backlog increases when new contracts are awarded and decreases as
revenue is earned. At March 31, 1998 the Company had signed contracts, including
several large contracts for which revenue will be recognized over one to four
years, representing potential revenue totaling approximately $99 million.
Contracts for larger projects generally increase the Company's risk due to
inflation as well as changes in customer expectations and funding availability.
The Company's contracts are generally terminable on short notice, and while in
the Company's experience such termination is rare, there can be no assurance
that the Company will receive all of the revenue anticipated under signed
contracts.
LIQUIDITY AND CAPITAL RESOURCES
At March 31, 1998 the Company's principal sources of liquidity consisted of
approximately $1.04 million in cash and lines of credit with a bank with a
combined $7.35 million limit. At March 31, 1998, the Company's outstanding
balance on its lines of credit was $5.99 million. The Company has received a
commitment from its bank to increase the limit on the working capital line of
credit to $11.0 million. See note 2 to the financial statements.
Operating cash flows is a function of the timing of performance under contracts,
billings and receipt of payment. The change in operating cash flows is primarily
attributable to normal fluctuations in three categories of the investment in
contract-related current accounts: accounts receivable, revenues in excess of
billings and billings in excess of revenues. Under the percentage of completion
method of accounting, accounts receivable are created when an amount becomes due
from a customer, which typically occurs when an event specified in the contract
(such as delivery of data) triggers a billing. Revenues in excess of billings
occur when the Company has performed under a contract even though a billing
event has not been triggered. Billings in excess of revenues occur when the
Company receives an advance or deposit against work yet to be performed. These
three components of the investment in contract related current accounts
typically shift from time to time during the course of performance of a
particular contract, and, when taken in the aggregate with all other contracts,
create normal fluctuations in the Company's investment in contract-related
current accounts.
Net cash used by the Company's operating activities was $3.91 million for the
six months of fiscal 1998 compared to net cash provided from operating
activities of $2.12 million for the same period in fiscal 1997. The change in
operating cash flows is primarily attributable to normal fluctuations in the
investment in contract related current accounts, principally accounts
receivable, revenues in excess of billings and billings in excess of revenues.
At March 31, 1998, the investment in contract related current accounts was
equivalent to 189 days sales outstanding, up from 170 days at September 30, 1997
and 184 days at December 31, 1997. Management believes this level of investment
is consistent with its expectation of from 150 to 200 days sales outstanding.
The Company expects to meet long-term liquidity requirements through cash flows
generated by operations supplemented from time to time by short-term borrowings
on a bank line of credit. Routine capital expenditures will usually be financed
with a combination of term debt and capital leases. The Company has received a
commitment from its bank for a $3.0 million line of credit for capital
expenditures. See note 2 to the financial statements.
The Company believes that the lines of credit combined with cash flows from
operations are adequate to finance ongoing operations. The Company also believes
that it will be able to finance any required capital expenditures from a
combination of operating cash flows and new term debt or lease arrangements.
Part II Other Information
Item 2. Legal Proceedings
The Company is not a party to any material pending legal proceeding nor is its
property the subject of a pending legal proceeding. The Company is involved in
routine litigation from time to time, which is incidental to the business and
the outcome of which is not expected to have a material effect on the Company.
<PAGE>
Item 4. Submission of Matters to a Vote of Security Holders
Three matters were voted upon at the Annual Meeting of Shareholders on February
10, 1998:
(a) All nominees for director listed in the Company's proxy statement were
elected; there was no solicitation in opposition to management's nominees. The
following directors were re-elected to serve for one year or until the next
election of directors:
For Withhold
Willem H. J. Andersen 5,112,723 19,160
Sidney V. Corder 5,113,423 18,460
Robert H. Keeley 5,113,023 18,860
Richard P. MacLeod 5,113,223 18,660
Sol C. Miller 5,113,378 18,505
James T. Rothe 5,113,223 18,660
John A. Thorpe 5,113,423 18,460
(b) The proposal to ratify the Analytical Surveys, Inc. 1997 Stock Option Plan
was passed:
For 2,872,852
Against 795,263
Abstain 33,458
Not voted 1,430,310
(b) The proposal to ratify the selection of KPMG Peat Marwick LLP as the
Company's independent accountants for the fiscal year ending September 30, 1998
was passed:
For 5,097,272
Against 13,886
Abstain 10,725
Not voted 10,000
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
27. Financial Data Schedule
(b) Reports on Form 8-K
There were no reports on Form 8-K filed during the three months ended
March 31, 1998:
<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.
Analytical Surveys, Inc.
------------------------
(Registrant)
Date: May 14, 1998 /s/ Sidney V. Corder
------------------------
Sidney V, Corder, Chairman
and Chief Executive Officer
Date: May 14, 1998 /s/ Scott C. Benger
------------------------
Scott C. Benger, Secretary/Treasurer
(principal financial officer and
principal accounting officer)
Date: May 14, 1998 /s/ Brian J. Yates
------------------------
Brian J. Yates, Controller
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from SEC
Form10-Q 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> SEP-30-1998
<PERIOD-END> MAR-31-1998
<CASH> 1,040
<SECURITIES> 0
<RECEIVABLES> 43,542
<ALLOWANCES> 166
<INVENTORY> 0
<CURRENT-ASSETS> 46,457
<PP&E> 11,356
<DEPRECIATION> 6,204
<TOTAL-ASSETS> 64,159
<CURRENT-LIABILITIES> 19,444
<BONDS> 0
0
0
<COMMON> 19,058
<OTHER-SE> 11,919
<TOTAL-LIABILITY-AND-EQUITY> 64,159
<SALES> 0
<TOTAL-REVENUES> 37,353
<CGS> 0
<TOTAL-COSTS> 30,959
<OTHER-EXPENSES> (31)
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 884
<INCOME-PRETAX> 5,541
<INCOME-TAX> 2,184
<INCOME-CONTINUING> 3,357
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 3,357
<EPS-PRIMARY> .54
<EPS-DILUTED> .50
</TABLE>
