<PAGE> 1
- - --------------------------------------------------------------------------------
- - --------------------------------------------------------------------------------
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 QUARTERLY PERIOD ENDED AUGUST 31, 1995
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: 0-14376
ORACLE CORPORATION
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
<TABLE>
<S> <C>
DELAWARE 94-2871189
(STATE OR OTHER JURISDICTION OF (I.R.S. EMPLOYER
INCORPORATION OR ORGANIZATION) IDENTIFICATION NUMBER)
</TABLE>
500 ORACLE PARKWAY,
REDWOOD CITY, CALIFORNIA 94065
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICERS, INCLUDING ZIP CODE)
(415) 506-7000
(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 .
Number of shares of registrant's common stock outstanding as of August 31,
1995: 434,614,210.
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<PAGE> 2
ORACLE CORPORATION
TABLE OF CONTENTS
<TABLE>
<CAPTION>
PAGE
----
<S> <C> <C>
PART I. FINANCIAL INFORMATION
Item 1. Condensed Consolidated Financial Statements
Condensed Consolidated Balance Sheets at August 31, 1995 and May 31, 1995... 3
Condensed Consolidated Statements of Operations for the three months ended
August 31, 1995 and 1994.................................................... 4
Condensed Consolidated Statements of Cash Flows for the three months ended
August 31, 1995 and 1994.................................................... 5
Notes to Condensed Consolidated Financial Statements........................ 6
Item 2. Management's Discussion and Analysis of Financial Condition and Results of
Operations.................................................................. 7
PART II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K............................................ 10
Signatures.................................................................. 11
</TABLE>
2
<PAGE> 3
PART I. FINANCIAL INFORMATION
ITEM 1. CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
ORACLE CORPORATION
CONDENSED CONSOLIDATED BALANCE SHEETS
(IN THOUSANDS)
ASSETS
<TABLE>
<CAPTION>
AUGUST 31, MAY 31,
1995 1995
---------- ----------
<S> <C> <C>
CURRENT ASSETS:
Cash and cash equivalents......................................... $ 475,586 $ 480,158
Short-term cash investments....................................... 101,714 105,660
Trade receivables, net of allowance for doubtful accounts of
$64,849 and $67,728, respectively.............................. 611,063 764,734
Prepaid and refundable income taxes............................... 122,251 135,491
Other current assets.............................................. 123,250 131,151
---------- ----------
Total current assets...................................... 1,433,864 1,617,194
---------- ----------
LONG-TERM CASH INVESTMENTS.......................................... 10,414 --
PROPERTY, net....................................................... 557,373 535,034
COMPUTER SOFTWARE DEVELOPMENT COSTS, net of accumulated amortization
of $83,324 and $70,515, respectively.............................. 99,509 99,855
OTHER ASSETS........................................................ 248,248 172,434
---------- ----------
Total assets.............................................. $2,349,408 $2,424,517
========= =========
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Notes payable to banks............................................ $ 7,782 $ 6,221
Current maturities of long-term debt.............................. 2,603 3,378
Accounts payable.................................................. 113,786 124,773
Income taxes...................................................... 65,262 134,121
Accrued compensation and related benefits......................... 121,177 211,643
Customer advances and unearned revenues........................... 326,669 316,273
Value added tax and sales tax payable............................. 34,940 67,449
Other accrued liabilities......................................... 202,854 191,291
---------- ----------
Total current liabilities................................. 875,073 1,055,149
---------- ----------
LONG-TERM DEBT...................................................... 81,347 81,721
OTHER LONG-TERM LIABILITIES......................................... 10,335 10,361
DEFERRED INCOME TAXES............................................... 38,313 27,490
PUT WARRANTS........................................................ 38,438 38,438
STOCKHOLDERS' EQUITY................................................ 1,305,902 1,211,358
---------- ----------
Total liabilities and stockholders' equity................ $2,349,408 $2,424,517
========= =========
</TABLE>
See notes to condensed consolidated financial statements.
3
<PAGE> 4
ORACLE CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
FOR THE THREE MONTHS ENDED AUGUST 31, 1995 AND 1994
(IN THOUSANDS, EXCEPT PER SHARE DATA)
<TABLE>
<CAPTION>
THREE MONTHS ENDED
AUGUST 31,
---------------------
1995 1994
-------- --------
<S> <C> <C>
REVENUES:
Licenses and other................................................... $365,720 $295,229
Services............................................................. 406,083 261,245
-------- --------
Total revenues............................................... 771,803 556,474
-------- --------
OPERATING EXPENSES:
Sales and marketing.................................................. 279,023 217,922
Cost of services..................................................... 231,509 156,523
Research and development............................................. 84,441 55,157
General and administrative........................................... 51,708 39,329
Acquired in-process research and development......................... 50,931 --
-------- --------
Total operating expenses..................................... 697,612 468,931
-------- --------
OPERATING INCOME....................................................... 74,191 87,543
Other income (expense), net.......................................... 7,268 3,800
-------- --------
INCOME BEFORE PROVISION FOR INCOME TAXES............................... 81,459 91,343
Provision for income taxes........................................... 27,696 30,143
-------- --------
NET INCOME............................................................. $ 53,763 $ 61,200
======== ========
EARNINGS PER SHARE..................................................... $ 0.12 $ 0.14
======== ========
COMMON AND COMMON EQUIVALENT SHARES OUTSTANDING........................ 446,517 443,247
======== ========
</TABLE>
See notes to condensed consolidated financial statements.
4
<PAGE> 5
ORACLE CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE THREE MONTHS ENDED AUGUST 31, 1995 AND 1994
(IN THOUSANDS)
<TABLE>
<CAPTION>
THREE MONTHS ENDED
AUGUST 31,
-----------------------
1995 1994
--------- ---------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income....................................................... $ 53,763 $ 61,200
Adjustments to reconcile net income to net cash provided by
operating activities:
Depreciation and amortization................................. 50,339 30,639
Write-off of acquired in-process research and development..... 50,931 --
Provision for doubtful accounts............................... 11,500 8,000
Decrease in trade receivables................................. 147,988 33,571
(Increase) decrease in prepaid and refundable income taxes.... 12,375 (6,256)
Increase in other current assets.............................. (15,106) (7,513)
Increase (decrease) in accounts payable....................... (8,997) 6,371
Decrease in income taxes...................................... (64,408) (12,959)
Increase in customer advances and unearned revenues........... 15,953 14,510
Decrease in other accrued liabilities......................... (102,460) (24,435)
Decrease in other long-term liabilities....................... (26) (3,192)
Increase in deferred income taxes............................. 10,825 1,866
-------- --------
Net cash provided by operating activities........................ 162,677 101,802
-------- --------
CASH FLOWS FROM INVESTING ACTIVITIES:
(Increase) decrease in cash investments....................... (6,468) 29,205
Capital expenditures, net..................................... (59,667) (30,135)
Capitalization of computer software development costs......... (12,586) (10,816)
Increase in other assets...................................... (108,124) (11,790)
-------- --------
Net cash used for investing activities........................... (186,845) (23,536)
-------- --------
CASH FLOWS FROM FINANCING ACTIVITIES:
Net borrowings on debt obligations............................ 721 3,993
Proceeds from common stock issued............................. 8,384 3,934
Repurchase of common stock.................................... -- (31,943)
Proceeds from sales of call options........................... 17,175 --
-------- --------
Net cash provided by (used for) financing activities............. 26,280 (24,016)
-------- --------
EFFECT OF EXCHANGE RATE CHANGES ON CASH............................ (6,684) 3,488
-------- --------
Net increase (decrease) in cash and cash equivalents............. (4,572) 57,738
CASH AND CASH EQUIVALENTS:
Beginning of period.............................................. 480,158 404,810
-------- --------
End of period.................................................... $ 475,586 $ 462,548
======== ========
</TABLE>
See notes to condensed consolidated financial statements.
5
<PAGE> 6
ORACLE CORPORATION
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
1. BASIS OF PRESENTATION
The condensed consolidated financial statements included herein have been
prepared by the Company, without audit, pursuant to the rules and regulations of
the Securities and Exchange Commission. Certain information and footnote
disclosures normally included in financial statements prepared in accordance
with generally accepted accounting principles have been condensed or omitted
pursuant to such rules and regulations. However, the Company believes that the
disclosures are adequate to make the information presented not misleading. These
condensed consolidated financial statements should be read in conjunction with
the financial statements and the notes thereto included in the Company's Annual
Report on Form 10-K for the year ended May 31, 1995.
The unaudited condensed consolidated financial statements included herein
reflect all adjustments (which include only normal, recurring adjustments) which
are, in the opinion of management, necessary to state fairly the results for the
three month period ended August 31, 1995. The results for the three month period
ended August 31, 1995 are not necessarily indicative of the results expected for
the full fiscal year.
2. EARNINGS PER SHARE
Earnings per share was computed based on the weighted average number of
common and common equivalent shares outstanding during the period. Common
equivalent shares are calculated using the treasury stock method and represent
shares issuable upon the exercise of outstanding stock options.
3. ACQUISITION
On July 27, 1995, the Company completed the acquisition of the on-line
analytical processing business of Information Resources, Inc., including all
related software products and customer support services, for $100,000,000 in
cash. In connection with the estimated purchase price allocation, the Company
received an appraisal of certain intangible assets which indicated that
$50,931,000 of the acquired intangible assets consisted of in-process research
and development. In the opinion of management and the appraiser, the acquired
in-process research and development has not yet reached technological
feasibility and has no alternative future uses, and accordingly, the Company has
recorded a special charge of $50,931,000 in the accompanying condensed
consolidated statement of operations for the first quarter of fiscal 1996.
Pending the final allocation of the purchase price, the remaining $48,569,000
million, net of $500,000 amortization expense, has been included in Other Assets
in the accompanying condensed consolidated balance sheet.
4. PUT WARRANTS AND CALL OPTIONS
During fiscal 1995, the Company sold 1,500,000 put warrants that entitle
the holder to sell one share of Common Stock to the Company at a price of
$25.625. Additionally, in fiscal 1995, the Company purchased 937,500 call
options that entitle the Company to buy one share of Common Stock at a price of
$31.625. To date, the Company has purchased 2,397,000 call options that entitle
the Company to buy one share of Common Stock at prices between $20.625 and
$31.625. On July 6, 1995, the Company sold 1,459,500 of the call options and
credited the net proceeds of $17,175,000 to stockholders' equity. At no future
stock price will the Company's combined repurchases of common stock from the
puts and call options exceed 1,500,000 shares at a maximum cost of $38,438,000.
In the event that the Company's stock price is above $31.625, and the Company
exercises all of its call options, the repurchase of 937,500 shares will cost
$29,648,000.
6
<PAGE> 7
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS
RESULTS OF OPERATIONS
Domestic and international revenues increased 46% and 34%, respectively,
from the first quarter of fiscal 1995. International revenues were favorably
affected in the first quarter of fiscal 1996 when compared to the corresponding
period of the prior year as a result of the weakening of the U.S. dollar against
certain major international currencies. International revenues expressed in
local currency increased in the first quarter of fiscal 1996 by approximately
28% from the corresponding period of fiscal 1995. International revenues
constituted approximately 57% of total revenues in the first quarter of fiscal
1996 and 61% of total revenues in the first quarter of fiscal 1995. Management
expects that the Company's international operations will continue to provide a
significant portion of total revenues. However, international revenues will be
adversely affected if the U.S. dollar strengthens against certain major
international currencies.
REVENUES:
<TABLE>
<CAPTION>
THREE MONTHS ENDED
-------------------------------------
AUGUST 31, AUGUST 31,
1995 CHANGE 1994
---------- ------- ----------
<S> <C> <C> <C>
Licenses and other........................... $ 365,720 24% $ 295,229
Percentage of revenues....................... 47.4% 53.1%
Services..................................... $ 406,083 55% $ 261,245
Percentage of revenues....................... 52.6% 46.9%
Total revenues............................. $ 771,803 39% $ 556,474
</TABLE>
Licenses and Other Revenues. License revenues represent fees earned for
granting customers licenses to use the Company's software products. License
revenues also include revenues from the Company's systems integration business
and other revenues, which include documentation revenues, certain software
development revenues and other miscellaneous revenues. The Company experienced
quarterly revenue growth rates ranging from 36% to 49% during the four quarters
of fiscal 1995 as compared to the comparable four quarters of fiscal 1994. The
Company believes that these strong growth rates were primarily due to an overall
increase in market demand for database and related products and increased market
acceptance of the Company's relational DBMS. The Company believes that the lower
growth rate experienced in the first three months of fiscal 1996 was due to
weaknesses in certain countries, most notably in Europe, as well as fewer
identified license opportunities at the beginning of the first quarter of fiscal
1996 as a result of the strong results realized in the fourth quarter of fiscal
1995 where the license and other growth rate was 49% as compared to fiscal 1994.
Service Revenues. Support, consulting and education services revenues each
increased in the first quarter of fiscal 1996 from the corresponding prior year
period. The Company's support revenues continued to constitute the largest
portion of service revenues. Support revenues grew 62% in the first quarter of
fiscal 1996 when compared to the corresponding period in fiscal 1995. This
growth reflects the continued increase in the installed base of the Company's
products under support contracts and support revenues associated with the newly
acquired Rdb and repository businesses of Digital Equipment Corporation and the
on-line analytical processing business of Information Resources, Inc. Consulting
and education services grew 50% in the first quarter of fiscal 1996 when
compared to the corresponding period in fiscal 1995. The Company continued to
expand its services to assist customers in the use and implementation of
applications based on the Company's products.
7
<PAGE> 8
OPERATING EXPENSES:
<TABLE>
<CAPTION>
THREE MONTHS ENDED
----------------------------------
AUGUST 31, AUGUST 31,
1995 CHANGE 1994
--------- ------ ---------
<S> <C> <C> <C>
Sales and marketing......................... $ 279,023 28% $ 217,922
Percentage of revenues...................... 36.2% 39.2%
Cost of services............................ $ 231,509 48% $ 156,523
Percentage of revenues...................... 30.0% 28.1%
Research and development (1)................ $ 84,441 53% $ 55,157
Percentage of revenues...................... 10.9% 9.9%
General and administrative.................. $ 51,708 31% $ 39,329
Percentage of revenues...................... 6.7% 7.1%
Acquired in-process research and
development............................... $ 50,931 * $ --
Percentage of revenues...................... 6.6% --
</TABLE>
- - ---------------
* Not meaningful
(1) Pursuant to Statement of Financial Accounting Standards No. 86, the Company
capitalized software development costs equal to 1.6% and 1.9% of total
revenues during the first quarters of fiscal 1996 and 1995, respectively.
International expenses were unfavorably affected in the first quarter of
fiscal 1996 when compared to the corresponding period in the prior year due to
changes in the value of the U.S. dollar against certain major international
currencies.
Sales and Marketing Expenses. The Company continues to place significant
emphasis on direct sales through its own sales force. The Company also markets
its products through indirect channels in order to increase market share while
reducing distribution costs. As a percentage of total revenues, sales and
marketing expenses decreased in the first quarter of fiscal 1996 when compared
to the corresponding period of fiscal 1995 due primarily to revisions to certain
prior fiscal year compensation-related accruals as a result of changes in the
amounts of estimated liabilities based on actual payments made during the
quarter and, to a lesser extent, due to increased revenue levels. Included in
sales and marketing expenses is the amortization of capitalized software
development costs (see below).
Cost of Services. The cost of providing services consists largely of
expenses for consulting, education, and support personnel. As a percentage of
service revenues, cost of services was 57% and 60% of revenues in the first
quarters of fiscal 1996 and 1995, respectively. The Company's service margins
have been positively affected versus the prior year period due primarily to
improved consulting margins. These margins have improved as a result of higher
utilization and billable rates in the consulting area, and a higher percentage
of support revenues which have higher margins than the consulting and education
revenues.
Research and Development Expenses. Research and development expenses for
the first quarters of fiscal 1996 and 1995 would have been 13% and 12%,
respectively, of revenues without the capitalization of software development
costs in accordance with Statement of Financial Accounting Standards No. 86.
Before considering the impact of software capitalization, research and
development expenses increased 47% from the first quarter of fiscal 1995 (53%
after the adjustment for software capitalization). The Company capitalized
approximately $12,586,000 and $10,816,000 during the first quarters of fiscal
1996 and 1995, respectively. Amortization of capitalized software development
costs is charged to sales and marketing expenses and totaled $12,932,000 and
$10,875,000 in the first quarters of fiscal 1996 and 1995, respectively. The
Company expects the amount of amortization of capitalized software development
costs to continue to increase in fiscal 1996 over fiscal 1995. This increase is
due to the introduction of new products and the commencement of the related
amortization. The Company believes that research and development expenditures
are essential to maintaining its competitive position. The Company expects these
costs to continue to constitute a significant percentage of revenues.
8
<PAGE> 9
General and Administrative Expenses. General and administrative expenses
as a percentage of revenues decreased in the first quarter of fiscal 1996 as
compared to the corresponding period in fiscal 1995, primarily because of higher
revenue levels.
Acquired In-Process Research and Development. Based on the results of a
third-party appraisal, the Company recorded a special charge of $50,931,000 in
the first quarter of fiscal 1996 to expense in-process research and development
costs related to the acquisition of the on-line analytical processing business
of Information Resources, Inc.
OTHER INCOME (EXPENSE):
<TABLE>
<CAPTION>
THREE MONTHS ENDED
------------------------------------
AUGUST 31, AUGUST 31,
1995 CHANGE 1994
---------- ------ ----------
<S> <C> <C> <C>
Other income (expense)...................... $ 7,268 91% $ 3,800
Percentage of revenues...................... 0.9% 0.7%
</TABLE>
Changes in non-operating expenses primarily reflect fluctuations in
interest income and expense related to changes in cash and debt balances and
interest rates. They also reflect foreign exchange and other miscellaneous
income and expense items. Additionally, the Company realized a gain of
approximately $3.1 million and $1.8 million during the first quarters of fiscal
1996 and 1995, respectively, related to the sale of certain securities.
PROVISION FOR INCOME TAXES:
<TABLE>
<CAPTION>
THREE MONTHS ENDED
------------------------------------
AUGUST 31, AUGUST 31,
1995 CHANGE 1994
---------- ------ ----------
<S> <C> <C> <C>
Provision for income taxes.................. $ 27,696 (8%) $ 30,143
Percentage of revenues...................... 3.6% 5.4%
</TABLE>
The Company's estimated effective tax rate for the first quarter fiscal
1996 was 34% as compared to a 33% tax rate in the corresponding period of fiscal
1995.
NET INCOME AND EARNINGS PER SHARE:
<TABLE>
<CAPTION>
THREE MONTHS ENDED
------------------------------------
AUGUST 31, AUGUST 31,
1995 CHANGE 1994
---------- ------ ----------
<S> <C> <C> <C>
Net income.................................. $ 53,763 (12%) $ 61,200
Percentage of revenues...................... 7.0% 11.0%
Earnings per share.......................... $ 0.12 (14%) $ 0.14
</TABLE>
LIQUIDITY AND CAPITAL RESOURCES:
<TABLE>
<CAPTION>
THREE MONTHS ENDED
------------------------------------
AUGUST 31, AUGUST 31,
1995 CHANGE 1994
---------- ------ ----------
<S> <C> <C> <C>
Working capital............................. $ 558,791 36% $ 410,744
Cash and cash investments................... $ 587,714 19% $ 493,291
Cash provided by operating activities....... $ 162,677 60% $ 101,802
Cash used for investing activities.......... $ 186,845 694% $ 23,536
Cash provided by (used for) financing
activities................................ $ 26,280 209% $ (24,016)
</TABLE>
Working capital increased in the first three months of fiscal 1996 over the
corresponding fiscal 1995 period, primarily due to increased cash flow from
operations which resulted in higher cash levels. The Company generated higher
positive cash flows from operations in the first quarter of fiscal 1996 over
9
<PAGE> 10
fiscal 1995, primarily due to improved profitability, before the $50,931,000
special charge, and strong cash collections.
Cash used for investing activities increased in the first three months of
fiscal 1996 as compared to the corresponding period of fiscal 1995, primarily
due to the acquisition of the on-line analytical processing business of
Information Resources, Inc., including all related software products and
customer support services, for $100 million in cash, and higher capital asset
expenditures.
The Company's Board of Directors has approved the repurchase of up to 18
million shares of Common Stock on the open market to reduce the dilutive effect
of the Company's stock plans. There were no shares of the Company's Common Stock
repurchased during the first quarter of fiscal 1996. To date, the Company has
repurchased a total of 11,759,250 shares of the Company's Common Stock for
approximately $200,642,000.
In December 1991, the Company entered into an $80 million subordinated debt
agreement with Nippon Steel Corporation ("NSC"). In connection with this
agreement, the Company also entered into a strategic relationship with NSC to
target major customers and industries in Japan. The subordinated debt agreement
has a maturity date of December 9, 1998. Interest is charged at LIBOR plus
three-quarters of one percent, payable semi-annually in arrears. The Company is
required to maintain certain financial covenants under the agreement. NSC has
committed to purchase from the Company an ownership position of up to
twenty-five percent of Oracle Corporation Japan, an indirect wholly owned
subsidiary of the Company, if shares in Oracle Corporation Japan are sold to the
public as a part of an initial public offering. The per share price of the stock
would be the same as that offered in the initial public offering. NSC has agreed
not to acquire shares of Oracle Corporation Japan beyond the twenty-five percent
interest, and has agreed not to acquire any shares of the Company, subject to
certain exceptions.
At August 31, 1995, the Company also had outstanding debt of approximately
$11,732,000 (in addition to the NSC subordinated debt) primarily in the form of
other notes payable and capital leases.
The Company anticipates that current cash balances and anticipated cash
flows from operations will be sufficient to meet its working capital needs at
least through the next twelve months.
PART II. OTHER INFORMATION
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits
27.1 Financial Data Schedule
(b) Reports on Form 8-K
None
10
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, Oracle
Corporation has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
ORACLE CORPORATION
Dated: September 29, 1995 By: /s/ JEFFREY O. HENLEY
--------------------------------
Jeffrey O. Henley,
Executive Vice President and Chief
Financial Officer
Dated: September 29, 1995 By: /s/ THOMAS A. WILLIAMS
--------------------------------
Thomas A. Williams,
Vice President and Corporate
Controller
11
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ORACLE CORPORATION
INDEX OF EXHIBITS
<TABLE>
<CAPTION>
Exhibit # Exhibit Titles Page
- - --------- -------------- ----
<S> <C> <C>
27.1 Financial Data Schedule 13
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1,000
<CURRENCY> U.S. DOLLARS
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> MAY-31-1996
<PERIOD-START> JUN-01-1995
<PERIOD-END> AUG-31-1995
<EXCHANGE-RATE> 1
<CASH> 475,586
<SECURITIES> 101,714
<RECEIVABLES> 675,912
<ALLOWANCES> 64,849
<INVENTORY> 9,345
<CURRENT-ASSETS> 1,433,864
<PP&E> 904,552
<DEPRECIATION> 347,179
<TOTAL-ASSETS> 2,349,408
<CURRENT-LIABILITIES> 875,073
<BONDS> 0
<COMMON> 4,312
0
0
<OTHER-SE> 1,340,028
<TOTAL-LIABILITY-AND-EQUITY> 2,349,408
<SALES> 0
<TOTAL-REVENUES> 771,803
<CGS> 0
<TOTAL-COSTS> 231,509
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 5,461
<INTEREST-EXPENSE> 2,364
<INCOME-PRETAX> 81,459
<INCOME-TAX> 27,696
<INCOME-CONTINUING> 53,763
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 53,763
<EPS-PRIMARY> 0.12
<EPS-DILUTED> 0.12
</TABLE>
