<PAGE>
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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 September 30, 1997
[ ] Transition Report Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
For the transition period from _________ to _________
Commission File No. 0-6394
PACCAR INC
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(Exact name of Registrant as specified in its charter)
Delaware 91-0351110
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(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
777 - 106th Ave. N.E., Bellevue, WA 98004
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(Address of principal executive offices) (Zip Code)
(425) 468-7400
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(Registrant's telephone number, including area code)
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(Former name, former address and former fiscal year, if changed since last
report)
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 at least the past 90 days. Yes X No
---- ----
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.
Common Stock, $1 par value--77,825,514 shares as of October 31, 1997
<PAGE>
FORM 10-Q
PACCAR Inc AND SUBSIDIARIES
- -------------------------------------------------------------------------------
INDEX
PAGE
PART I. FINANCIAL INFORMATION:
ITEM 1. FINANCIAL STATEMENTS:
Consolidated Statements of Income --
Three and Nine Months Ended September 30, 1997 and 1996 . . . 3
Condensed Consolidated Balance Sheets --
September 30, 1997, and December 31, 1996 . . . . . . . . . . 4
Condensed Consolidated Statements of Cash Flows --
Nine Months Ended September 30, 1997 and 1996 . . . . . . . . 6
Notes to Consolidated Financial Statements . . . . . . . . . . . . 7
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
SIGNATURE. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 11
INDEX TO EXHIBITS. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 12
- 2 -
<PAGE>
FORM 10-Q
PACCAR Inc AND SUBSIDIARIES
PART I--FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
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Consolidated Statements of Income (Unaudited)
(Millions except per share data)
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- -------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
September 30 September 30
------------------------- -------------------------
1997 1996 1997 1996
---------- --------- -------- -----------
<S> <C> <C> <C> <C>
MANUFACTURING AND PARTS:
Revenues
Net sales $ 1,637.8 $1,046.8 $4,669.9 $ 3,108.4
Other 1.4 2.3 5.3 7.9
---------- -------- -------- ----------
1,639.2 1,049.1 4,675.2 3,116.3
Costs and Expenses
Cost of sales 1,402.1 908.4 4,023.8 2,700.8
Selling, general and administrative 131.3 83.6 385.0 265.3
Interest 4.9 .6 13.1 1.7
---------- -------- -------- ----------
1,538.3 992.6 4,421.9 2,967.8
---------- -------- -------- ----------
Manufacturing and Parts Income
Before Income Taxes 100.9 56.5 253.3 148.5
FINANCIAL SERVICES:
Revenues 71.3 66.8 208.8 200.3
Costs and Expenses
Interest and other 37.8 36.9 111.7 110.9
Selling, general and administrative 13.3 11.8 39.8 35.2
Provision for losses on receivables 1.9 1.2 4.9 3.9
---------- -------- -------- ----------
53.0 49.9 156.4 150.0
---------- -------- -------- ----------
Financial Services Income
Before Income Taxes 18.3 16.9 52.4 50.3
OTHER:
Investment income 6.1 7.0 16.7 19.1
Other, net 2.7 .4 5.1 1.3
---------- -------- -------- ----------
Total Income Before Income Taxes 128.0 80.8 327.5 219.2
Income taxes 45.5 29.7 115.6 80.7
---------- -------- -------- ----------
Net Income $ 82.5 $ 51.1 $ 211.9 $ 138.5
---------- -------- -------- ----------
---------- -------- -------- ----------
Weighted average number of
common shares outstanding 77.8 77.7 77.8 77.7
---------- -------- -------- -----------
---------- -------- -------- ----------
Per Share Data:
Net income $ 1.06 $ .66 $ 2.72 $ 1.79
---------- -------- -------- ----------
---------- -------- -------- ----------
Dividends declared and paid $ .150 $ .125 $ .425 $ .375
---------- -------- -------- ----------
---------- -------- -------- ----------
</TABLE>
See Notes to Consolidated Financial Statements.
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<PAGE>
FORM 10-Q
PACCAR Inc AND SUBSIDIARIES
<TABLE>
<CAPTION>
- --------------------------------------------------------------------------------
Condensed Consolidated Balance Sheets September 30 December 31
ASSETS (Millions of Dollars) 1997 1996*
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- --------------------------------------------------------------------------------
MANUFACTURING AND PARTS: (Unaudited)
<S> <C> <C>
Current Assets
Cash and cash equivalents $ 218.8 $ 203.0
Trade and other receivables, net 617.3 560.5
Marketable securities 352.8 304.9
Inventories 432.5 406.5
Deferred taxes and other current assets 59.2 73.3
-------- --------
Total Manufacturing and Parts Current Assets 1,680.6 1,548.2
Deferred taxes, goodwill and other 189.2 196.3
Property, plant and equipment, net 686.8 732.6
------- -------
Total Manufacturing and Parts Assets 2,556.6 2,477.1
-------- --------
FINANCIAL SERVICES:
Cash and cash equivalents 12.6 19.9
Finance and other receivables,
net of allowance for losses 3,006.8 2,972.4
Less unearned interest (225.9) (235.5)
-------- --------
2,780.9 2,736.9
Equipment on operating leases, net 47.4 44.9
Other assets 22.9 20.0
-------- --------
Total Financial Services Assets 2,863.8 2,821.7
-------- --------
$5,420.4 $5,298.8
-------- --------
-------- --------
</TABLE>
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<PAGE>
FORM 10-Q
PACCAR Inc AND SUBSIDIARIES
<TABLE>
<CAPTION>
- --------------------------------------------------------------------------------
September 30 December 31
LIABILITIES AND STOCKHOLDERS' EQUITY 1997 1996*
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- --------------------------------------------------------------------------------
MANUFACTURING AND PARTS: (Unaudited)
<S> <C> <C>
Current Liabilities
Accounts payable and accrued expenses $1,059.6 $ 914.4
Notes payable 9.1 347.4
Dividend payable 58.3
Income taxes and other 39.8 31.4
-------- --------
Total Manufacturing and Parts Current Liabilities 1,108.5 1,351.5
Long-term debt 278.0 32.9
Other, including deferred taxes 214.8 225.2
-------- --------
Total Manufacturing and Parts Liabilities 1,601.3 1,609.6
-------- --------
FINANCIAL SERVICES:
Accounts payable and accrued expenses 39.7 85.1
Commercial paper and bank loans 1,004.5 982.0
Long-term debt 1,125.0 1,112.0
Deferred income taxes and other 145.3 152.1
-------- --------
Total Financial Services Liabilities 2,314.5 2,331.2
-------- --------
STOCKHOLDERS' EQUITY
Preferred stock, no par value:
1.0 million shares authorized, none issued
Common stock, par value $1: authorized 200.0 million
shares, 77.8 million shares issued and outstanding 77.8 466.4
Additional paid-in capital 609.9 219.0
Retained earnings 936.5 757.7
Currency translation and
net unrealized investment gains or losses (119.6) (85.1)
-------- --------
Total Stockholders' Equity 1,504.6 1,358.0
-------- --------
$5,420.4 $5,298.8
-------- --------
-------- --------
</TABLE>
* The December 31, 1996 condensed consolidated balance sheet has been derived
from audited financial statements.
See Notes to Consolidated Financial Statements.
- 5 -
<PAGE>
FORM 10-Q
PACCAR Inc AND SUBSIDIARIES
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Condensed Consolidated Statements of Cash Flows (Unaudited)
(Millions of Dollars)
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<TABLE>
<CAPTION>
Nine Months Ended September 30 1997 1996
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<S> <C> <C>
NET CASH PROVIDED BY OPERATING ACTIVITIES $ 292.7 $ 240.3
INVESTING ACTIVITIES:
Finance receivables originated (1,043.0) (931.8)
Collections on finance receivables 934.1 850.0
Net decrease in wholesale receivables 26.8 79.9
Marketable securities purchased (1,790.1) (1,735.3)
Marketable securities sales and maturities 1,743.0 1,668.2
Acquisition of property, plant and equipment (59.6) (75.9)
Acquisition of equipment for operating leases (12.5) (5.6)
Proceeds from asset disposals 30.1 29.4
Other (15.8) (1.0)
-------- ---------
Net Cash Used in Investing Activities (187.0) (122.1)
FINANCING ACTIVITIES:
Cash dividends (91.4) (145.7)
Net (decrease) increase in notes payable,
commercial paper and bank loans (269.6) 20.2
Proceeds of long-term debt 688.3 348.9
Payment of long-term debt (414.3) (393.3)
-------- ---------
Net Cash Used in Financing Activities (87.0) (169.9)
Effect of exchange rate changes on cash (10.2) .2
-------- ---------
Net Increase (Decrease) in Cash and Equivalents 8.5 (51.5)
Cash and equivalents at beginning of period 222.9 184.0
-------- ---------
Cash and equivalents at end of period $ 231.4 $ 132.5
-------- ---------
-------- ---------
</TABLE>
See Notes to Consolidated Financial Statements.
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<PAGE>
FORM 10-Q
PACCAR Inc AND SUBSIDIARIES
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Notes to Consolidated Financial Statements (Millions of Dollars)
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NOTE A--Basis of Presentation
The accompanying unaudited consolidated financial statements have been prepared
in accordance with the instructions to Form 10-Q and do not include all of the
information and footnotes required by generally accepted accounting principles
for complete financial statements. In the opinion of management, all adjustments
(consisting of normal recurring accruals) considered necessary for a fair
presentation have been included. For further information, refer to the
consolidated financial statements and footnotes included in the Company's annual
report on Form 10-K for the year ended December 31, 1996.
RECLASSIFICATIONS: Certain prior year amounts have been reclassified to conform
to the 1997 presentation.
NOTE B--Inventories
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<TABLE>
September 30 December 31
1997 1996
------------ -----------
(Unaudited)
<S> <C> <C>
Inventories at FIFO cost:
Finished products $324.7 $303.9
Work in process and raw materials 239.7 235.3
------------ -----------
564.4 539.2
Less excess of FIFO cost over LIFO (131.9) (132.7)
------------ -----------
$432.5 $406.5
------------ -----------
------------ -----------
</TABLE>
Under the LIFO method of accounting (used for approximately 56% of September 30,
1997 inventories), an actual valuation can be made only at the end of each year
based on year-end inventory levels and costs. Accordingly, interim valuations
are based on management's estimates of those year-end amounts. Based on present
estimates of 1997 year-end inventory levels, no significant liquidations of LIFO
inventory quantities are expected. Because inventory levels and costs are
subject to many forces beyond management's control, the present estimates are
subject to the final year-end LIFO inventory valuation.
NOTE C--Changes in Capital Stock
At the Annual Meeting of Stockholders on April 29, 1997, the Company's
stockholders approved an increase in the number of authorized common shares from
100 million to 200 million and a decrease in the par value from $12 to $1 per
share. This change resulted in a transfer of $427.6 million from the common
stock account to the additional paid-in capital account.
On April 29, 1997, the Company's Board of Directors also declared a two for one
split of the common stock (i.e., one additional share for each share held). New
shares were issued on May 21. As a result, $38.9 million was transferred from
additional paid-in capital to common stock. All references in the financial
statements to number of shares and per share amounts have been restated.
- 7 -
<PAGE>
FORM 10-Q
PACCAR Inc AND SUBSIDIARIES
- --------------------------------------------------------------------------------
Notes to Consolidated Financial Statements
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NOTE D--Sale of Subsidiary
As previously announced, PACCAR signed an agreement to sell its oilfield
equipment subsidiary, Trico Industries Inc., to EVI, Inc. EVI is an
international manufacturer and supplier of oilfield equipment. Trico does not
represent a significant portion of PACCAR's operations. Completion of the
transaction is subject to government approval.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
RESULTS OF OPERATIONS:
PACCAR's consolidated net sales for the third quarter grew 56% to $1.6
billion compared to the $1.0 billion recorded in the third quarter of
1996. For the first nine months of 1997, sales totaled $4.7 billion,
up 50% compared to the $3.1 billion for the first nine months of 1996.
Net income for the third quarter of $82.5 million exceeded the $51.1
million earned in the same period last year. The first nine months
income of $211.9 million is 53% ahead of 1996 nine month net income of
$138.5 million. The higher sales and earnings in 1997 were primarily
due to the inclusion of DAF Trucks, N.V., the European truck company
acquired late in 1996, and to improvements in the Mexican truck
market.
Manufacturing and Parts income before income taxes increased $44.4
million or 79% for the quarter and $104.8 million or 71% year-to-date
compared to corresponding amounts in 1996. This increase is the result
of including DAF operations in 1997 and to the continued improvements
in Mexico. PACCAR has increased worldwide build rates as backlogs
remained high compared to 1996 year-end levels. In contrast, at the
beginning of the fourth quarter of 1996, PACCAR had reduced build
rates at its U.S. plants in response to an industry-wide downturn. In
addition, 1996 selling, general and administrative expense included a
provision of $18 million, pretax, for costs related to the closure of
plants in Canada and the United States. PACCAR recently announced it
has signed an agreement with the governments of Canada and Quebec that
will create a private/public financing package to provide funds for a
refurbishment and reopening of the Canadian truck plant. The financial
impact of the agreement on liabilities established as a result of the
original decision to close the Canadian truck plant will not be known
until certain conditions included in the agreement are met.
PACCAR's other product areas include retail auto parts, winches and
oilfield equipment. Winch manufacturing and the auto parts operations
both showed favorable results in the third quarter and year-to-date
versus the corresponding periods in 1996. As previously announced,
EVI, Inc. has agreed to purchase Trico Industries Inc., PACCAR's
oilfield equipment subsidiary.
- 8 -
<PAGE>
FORM 10-Q
PACCAR Inc AND SUBSIDIARIES
PACCAR's finance and leasing companies benefited from higher average
outstanding balances of loan and lease receivables during the first
nine months of 1997 versus the comparable period in 1996. Segment
pretax income grew 8% and 4% for the quarter and first nine months,
respectively.
LIQUIDITY AND CAPITAL RESOURCES:
PACCAR's ratio of manufacturing current assets to current liabilities
at September 30, 1997, increased to 1.52 compared to 1.15 at December
31, 1996. During the second quarter the Company refinanced the two
short-term Dutch guilder-denominated notes related to the purchase of
DAF Trucks N.V. with longer-term bank funding. The replacement
funding, with terms that can extend up to five years, was also
denominated in guilders. At September 30, 1997, the balance of this
debt amounted to $261 million.
In the first nine months of 1997, the Company used cash generated from
operations primarily for payment of the special year-end and regular
quarterly cash dividends, reductions of principal on the DAF
acquisition debt subsequent to its refinancing, investment in
additional marketable securities, and capital additions. Portfolio
growth of the finance companies was funded primarily by the proceeds
from a combination of both short and long-term debt. In 1996, PACCAR's
largest financial services subsidiary, PACCAR Financial Corp. (PFC),
registered $1 billion of senior debt securities under the Securities
Act of 1933 for offering to the public. At the end of September 1997,
$320 million of such securities was available for issuance. Upon
issuance of the remaining securities, PFC expects to register
additional senior debt securities for offering to the public.
As previously announced, PACCAR is currently planning for the
refurbishment and reopening of its truck plant in Canada and the
expansion of its Mexican truck manufacturing facility. The Company
expects these capital projects, as well as plans for new business
systems and product development activities worldwide, will require the
use of capital resources above historical levels.
The sale of Trico will generate cash upon closing. Closing is subject
to governmental approval.
Other information on liquidity and sources of capital as presented in
the 1996 Annual Report to Stockholders continues to be relevant.
- 9 -
<PAGE>
FORM 10-Q
PACCAR Inc AND SUBSIDIARIES
PART II--OTHER INFORMATION
For Items 1, 2, 3 and 5, there was no reportable information for any of the
three months ended September 30, 1997.
Reportable information in response to Item 4 was previously reported in the
Quarterly Report on Form 10-Q for the quarter ended March 31, 1997.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits. Any exhibits filed herewith are listed in the accompanying
index to exhibits.
(b) No reports on Form 8-K have been filed for the quarter ended
September 30, 1997.
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<PAGE>
FORM 10-Q
PACCAR Inc AND SUBSIDIARIES
SIGNATURE
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.
PACCAR Inc
---------------------------------
(Registrant)
Date November 10, 1997 By /s/ G. D. Hatchel
------------------------ ------------------------
G. D. Hatchel
Vice President and Controller
(Authorized Officer and
Chief Accounting Officer)
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<PAGE>
FORM 10-Q
PACCAR Inc AND SUBSIDIARIES
INDEX TO EXHIBITS
EXHIBIT (IN ORDER OF ASSIGNED INDEX NUMBERS)
2 Plan of acquisition, reorganization, arrangement, liquidation or
succession:
(a) "Agreement for the Sale and Purchase of the Entire Issued and
Outstanding Share Capital of DAF Trucks N.V." (incorporated by
reference to Form 8-K/A, Amendment No. 1 to Current Report, filed
December 6, 1996).
3 Articles of incorporation and bylaws:
(a) PACCAR Inc Certificate of Incorporation, as amended to April 29, 1997
(incorporated by reference to the Quarterly Report on Form 10-Q for
the quarter ended March 31, 1997).
(b) PACCAR Inc Bylaws, as amended to April 26, 1994 (incorporated by
reference to the Quarterly Report on Form 10-Q for the quarter ended
March 31, 1994).
4 Instruments defining the rights of security holders, including indentures:
(a) Rights agreement dated as of December 21, 1989, between PACCAR Inc and
First Chicago Trust Company of New York setting forth the terms of the
Series A Junior Participating Preferred Stock, no par value per share
(incorporated by reference to Exhibit 1 of the Current Report on Form
8-K of PACCAR Inc, dated December 27, 1989).
(b) Indenture for Senior Debt Securities dated as of December 1, 1983,
between PACCAR Financial Corp. and Citibank, N.A., Trustee
(incorporated by reference to Exhibit 4.1 of the Annual Report on Form
10-K of PACCAR Financial Corp. for the year ended December 31, 1983).
(c) First Supplemental Indenture dated as of June 19, 1989, between PACCAR
Financial Corp. and Citibank, N.A., Trustee (incorporated by reference
to Exhibit 4.2 to PACCAR Financial Corp.'s registration statement on
Form S-3, Registration No. 33-29434).
(d) Forms of Medium-Term Note, Series F (incorporated by reference to
Exhibits 4.3A, 4.3B and 4.3C to PACCAR Financial Corp.'s Registration
Statement on Form S-3, dated May 26, 1992, Registration Number 33-
48118).
Form of Letter of Representation among PACCAR Financial Corp.,
Citibank, N.A., and the Depository Trust Company, Series F
(incorporated by reference to Exhibit 4.4 to PACCAR Financial Corp.'s
Registration Statement on Form S-3, dated May 26, 1992, Registration
Number 33-48118).
(e) Forms of Medium-Term Note, Series G (incorporated by reference to
Exhibits 4.3A and 4.3B to PACCAR Financial Corp.'s Registration
Statement on Form S-3, dated December 8, 1993, Registration Number
33-51335).
Form of Letter of Representation among PACCAR Financial Corp.,
Citibank, N.A., and the Depository Trust Company, Series G
(incorporated by reference to Exhibit 4.4 to PACCAR Financial Corp.'s
Registration Statement on Form S-3, dated December 8, 1993,
Registration Number 33-51335).
- 12 -
<PAGE>
FORM 10-Q
PACCAR Inc AND SUBSIDIARIES
INDEX TO EXHIBITS
EXHIBIT (IN ORDER OF ASSIGNED INDEX NUMBERS)
(f) Forms of Medium-Term Note, Series H (incorporated by reference to
Exhibits 4.3A and 4.3B to PACCAR Financial Corp.'s Registration
Statement on Form S-3 dated March 11, 1996, Registration Number 333-
01623).
Form of Letter of Representation among PACCAR Financial Corp.,
Citibank, N.A. and the Depository Trust Company, Series H
(incorporated by reference to Exhibit 4.4 to PACCAR Financial Corp.'s
Registration Statement on Form S-3 dated March 11, 1996, Registration
Number 333-01623).
10 Material contracts:
(a) PACCAR Inc Incentive Compensation Plan (incorporated by reference to
Exhibit (10)(a) of the Annual Report on Form 10-K for the year ended
December 31, 1980).
(b) PACCAR Inc Deferred Compensation Plan for Directors (incorporated by
reference to Exhibit (10)(b) of the Annual Report on Form 10-K for the
year ended December 31, 1980).
(c) Supplemental Retirement Plan (incorporated by reference to Exhibit
(10)(c) of the Annual Report on Form 10-K for the year ended
December 31, 1980).
(d) 1981 Long Term Incentive Plan (incorporated by reference to Exhibit A
of the 1982 Proxy Statement, dated March 25, 1982).
(e) Amendment to 1981 Long Term Incentive Plan (incorporated by reference
to Exhibit (10)(a) of the Quarterly Report on Form 10-Q for the
quarter ended March 31, 1991).
(f) PACCAR Inc 1991 Long-Term Incentive Plan (incorporated by reference to
Exhibit C of the 1997 Proxy Statement, dated March 20, 1997).
(g) Amended and Restated Deferred Incentive Compensation Plan
(incorporated by reference to Exhibit (10)(g) of the Annual Report on
Form 10-K for the year ended December 31, 1993).
(h) PACCAR Inc Senior Executive Incentive Plan (incorporated by reference
to Exhibit D of the 1997 Proxy Statement, dated March 20, 1997).
27 Financial Data Schedule
- 13 -
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted
from the consolidated statements of income for the three and nine
months ended September 30, 1997 and 1996, and the condensed
consolidated balance sheets, September 30, 1997, and December 31,
1996, of PACCAR Inc and Subsidiaries and is qualified in its
entirety by reference to such financial statements.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> Dec-31-1997
<PERIOD-END> Sep-30-1997
<CASH> 231,400
<SECURITIES> 352,800
<RECEIVABLES> 3,398,200
<ALLOWANCES> 0
<INVENTORY> 432,500
<CURRENT-ASSETS> 0
<PP&E> 686,800
<DEPRECIATION> 0
<TOTAL-ASSETS> 5,420,400
<CURRENT-LIABILITIES> 0
<BONDS> 1,403,000
0
0
<COMMON> 77,800
<OTHER-SE> 1,426,800
<TOTAL-LIABILITY-AND-EQUITY> 5,420,400
<SALES> 4,669,900
<TOTAL-REVENUES> 4,884,000
<CGS> 4,023,800
<TOTAL-COSTS> 4,135,500
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 4,900
<INTEREST-EXPENSE> 13,100
<INCOME-PRETAX> 327,500
<INCOME-TAX> 115,600
<INCOME-CONTINUING> 211,900
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 211,900
<EPS-PRIMARY> 2.72
<EPS-DILUTED> 2.72
</TABLE>