<PAGE>
<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 December 31, 1994
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 1-9050
HUDSON FOODS, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 71-0427616
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
1225 Hudson Road, Rogers, Arkansas 72756
(Address of principal executive offices) (Zip Code)
(501) 636-1100
(Registrant's telephone number, including area code)
Not Applicable
(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 the past 90 days. Yes X No
---- ----
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDINGS DURING THE PRECEDING FIVE YEARS:
Indicate by check mark whether the registrant has filed all documents and
reports required to be filed by Sections 12, 13 or 15(d) of the Securities
Exchange Act of 1934 subsequent to the distribution of securities under a
plan confirmed by a court. Yes No
---- ----
APPLICABLE ONLY TO CORPORATE ISSUERS:
As of January 31, 1995 Hudson Foods, Inc. had 13,262,935 shares of
$0.01 par value Class A Common Stock outstanding and 6,401,882 shares of
$0.01 par value Class B Common Stock outstanding.<PAGE>
<PAGE>
PART 1 FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS
HUDSON FOODS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEET (UNAUDITED)
(IN THOUSANDS)
<TABLE>
<CAPTION>
December 31, October 1,
1994 1994
<S> <C> <C>
ASSETS
Current assets:
Cash and cash equivalents $14,703 $1,899
Receivables, net 68,550 65,508
Inventory:
Field inventory 38,584 39,680
Feed, eggs and other 24,256 21,581
Finished products 68,506 74,240
Other 14,419 12,073
________ ________
Total current assets 229,018 214,981
________ ________
Property, plant and equipment, net
of accumulated depreciation of
$125,488 & $120,536 242,178 229,050
Excess cost of investment, net 15,103 15,244
Other assets 13,026 13,905
________ ________
Total assets $499,325 $473,180
======== ========
The accompanying notes are an integral part of the condensed consolidated
financial statements
/TABLE
<PAGE>
<PAGE>
PART 1 FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS
HUDSON FOODS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEET (UNAUDITED)
(IN THOUSANDS)
<TABLE>
<CAPTION>
December 31, October 1,
1994 1994
<S> <C> <C>
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Notes payable $ -- $16,800
Current portion of long-term obligations 5,132 5,109
Accounts payable 35,721 41,188
Accrued liabilities 33,197 40,581
Deferred income taxes 11,207 11,207
________ ________
Total current liabilities 85,257 114,885
________ ________
Long-term obligations 65,607 75,169
________ ________
Deferred income taxes & deferred gain 72,597 73,937
________ ________
Stockholders' equity:
Common stock:
Class A, $.01 par value; 40,000,000 shares
authorized; issued 14,145,280 & 9,233,893
shares 141 92
Class B, $.01 par value; 40,000,000 shares
authorized; issued & outstanding 6,401,882
and 8,501,882 shares 64 85
Additional capital 154,692 97,505
Retained earnings 132,201 122,923
Treasury stock, at cost (915,438 &
933,854 Class A shares) (11,234) (11,416)
________ ________
Total stockholders' equity 275,864 209,189
________ ________
Total liabilities & stockholders' equity $499,325 $473,180
======== ========
The accompanying notes are an integral part of the condensed consolidated
financial statements
/TABLE
<PAGE>
<PAGE>
HUDSON FOODS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS (UNAUDITED)
(IN THOUSANDS EXCEPT PER SHARE DATA)
<TABLE>
<CAPTION>
For the
Three Months Ended
December 31, January 1,
1994 1994
<S> <C> <C>
Sales $279,955 $250,292
Cost of sales 238,202 212,646
________ ________
Gross profit 41,753 37,646
Selling 19,048 19,257
General & administrative 7,252 6,474
________ ________
Operating income 15,453 11,915
________ ________
Other expense (income):
Interest expense 457 1,829
Other, net (1,389) --
________ ________
Total other expense (income) (932) 1,829
________ ________
Income before income taxes 16,385 10,086
Income tax expense 6,550 3,991
________ ________
Net income $9,835 $6,095
======== ========
Earnings per share:
Primary $0.53 $0.37
======== ========
Fully diluted $0.53 $0.36
======== ========
Dividends per share:
Class A common $.030 $.030
======== ========
Class B common $.025 $.025
======== ========
Weighted average number of
common and common equivalent
shares outstanding:
Primary 18,601 16,534
======== ========
Fully diluted 18,618 17,365
======== ========
The accompanying notes are an integral part of the condensed consolidated
financial statements
/TABLE
<PAGE>
<PAGE>
HUDSON FOODS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS (UNAUDITED)
(IN THOUSANDS)
<TABLE>
<CAPTION> For the
Three Months Ended
December 31, January 1,
1994 1994
<S> <C> <C>
Cash flows from operating activities:
Net income $9,835 $6,095
Items reflected in net income
not requiring cash:
Depreciation 5,587 5,175
Amortization 212 272
Deferred gain (694) (694)
Deferred income taxes 216 (193)
Other 72 (36)
Changes in operating assets & liabilities (14,531) (13,755)
_________ ________
Cash flows provided by (used for) operations 697 (3,136)
__________ ________
Cash flows from investing activities:
Purchase of property, plant & equipment (18,843) (6,469)
Disposition of property, plant and
equipment, net 127 3,895
Other 471 457
________ ________
Cash flows used for investments (18,245) (2,117)
________ ________
Cash flows from financing activities:
Addition (reduction) to notes payable (16,800) 5,500
Reduction of long-term obligations (3,997) (437)
Sale of Class A common stock 51,373 --
Dividends (557) (444)
Exercise of stock options and other 333 350
________ ________
Cash flows provided by financing 30,352 4,969
________ ________
Increase (decrease) in cash and cash equivalents 12,804 (284)
Cash and cash equivalents at beg. of period 1,899 3,891
________ ________
Cash and cash equivalents at end of period $14,703 $ 3,607
======== ========
Supplemental disclosure of cash flow information:
Interest paid $674 $1,381
Income taxes paid $9,891 $6,747
The accompanying notes are an integral part of the condensed consolidated
financial statements
/TABLE
<PAGE>
<PAGE>
HUDSON FOODS, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
1. The financial statements for the periods ended December 31, 1994
and January 1, 1994 include, in the opinion of management, all
adjustments (none of which were other than normal recurring
accruals) necessary to present fairly the results of operations
and cash flows for such periods. Results for the three month
period ended December 31, 1994 are not necessarily indicative
of the results which will be realized for the year ending
September 30, 1995. The annual report for the year ended October
1, 1994 contains additional information which should be read in
conjunction with these financial statements.
2. During the first quarter of fiscal 1995, $5.5 million of the
outstanding 8% Convertible Subordinated Debentures due 2006 were
converted into 263,837 shares of common stock at a conversion
price of $21.00 per share. The conversions increased common
stock and additional capital by $5.3 million.
Also during the first quarter of fiscal 1995, $3.8 million
of the outstanding 8% Convertible Subordinated Debentures were
redeemed for cash plus a 1.6% premium.
<PAGE>
<PAGE>
To the Board of Directors and Stockholders
Hudson Foods, Inc.
We have reviewed the condensed consolidated balance sheet of Hudson
Foods, Inc. and subsidiaries as of December 31, 1994, and the
related condensed consolidated statements of operations for the
three month periods ended December 31, 1994 and January 1, 1994,
and the condensed consolidated statements of cash flows for the
three month periods ended December 31, 1994 and January 1, 1994.
These financial statements are the responsibility of the Company's
management.
We conducted our review in accordance with standards established
by the American Institute of Certified Public Accountants. A
review of interim financial information consists principally of
applying analytical procedures to financial data and making
inquiries of persons responsible for financial and accounting
matters. It is substantially less in scope than an audit conducted
in accordance with generally accepted auditing standards, the
objective of which is the expression of an opinion regarding the
financial statements taken as a whole. Accordingly, we do not
express such an opinion.
Based on our review, we are not aware of any material modifications
that should be made to the condensed consolidated financial
statements referred to above for them to be in conformity with
generally accepted accounting principles.
We have previously audited, in accordance with generally accepted
auditing standards, the consolidated balance sheet as of October
1, 1994, and the related consolidated statements of operations and
cash flows for the year then ended (not presented herein); and in
our report dated October 26, 1994, we expressed an unqualified
opinion on those consolidated financial statements. In our
opinion, the information set forth in the accompanying condensed
consolidated balance sheet as of October 1, 1994 is fairly stated
in all material respects in relation to the consolidated balance
sheet from which it has been derived.
Coopers & Lybrand L.L.P.
Tulsa, Oklahoma
January 23, 1995
<PAGE>
<PAGE>
Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
GENERAL
Historically, the Company's operating results have been heavily
influenced by two external factors: the cost to the Company of
feed grains and the price received by the Company for its
commodity-based finished products. These two factors have
fluctuated significantly and independently. Inflation has not
materially affected results of operations.
In recent years the Company has undertaken a business strategy
focused largely on the following: increased production and sale
of further-processed poultry and other processed food products, and
increased sales to larger customers such as club store and food-
service chains. This strategy decreased the proportion of feed
grain costs in relation to total cost of sales, which reduced the
impact of commodity cost fluctuations. In addition, the sales
prices of further-processed products are less sensitive to
commodity poultry price fluctuations. Another result of this
strategy has been increased sales to large customers under firm-
price or cost-plus contracts utilizing dedicated plant
arrangements. Although an increase in feed costs or a decrease in
finished product prices could have an adverse effect on the
Company, management believes that the implementation of this
strategy has reduced the Company's vulnerability to such price
fluctuations.
<PAGE>
<PAGE>
Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
FIRST QUARTER OF FISCAL 1995 COMPARED WITH
FIRST QUARTER OF FISCAL 1994
Sales from the Company's operations were $280.0 million for the
first quarter of fiscal 1995, an increase of $29.7 million, or
11.9% over the first quarter of fiscal 1994. The sales increase
primarily resulted from the following:
Chicken sales increased 15.3% to $138.2 million in the first
quarter of fiscal 1995 from $119.8 million in the first
quarter of fiscal 1994 primarily due to a 24.5% increase in
volume. The volume increase was essentially due to increased
sales in international markets, especially Russia, and
increased domestic consumer demand for chicken products.
Luncheon meat sales increased 2.9% to $44.7 million in
the first quarter of fiscal 1995 from $43.5 million in
the first quarter of fiscal 1994 primarily due to a 7.0%
increase in volume as a result of increased sales to a
major foodservice chain.
Portioned entree sales increased 6.7% to $43.9 million in the
first quarter of fiscal 1995 from $41.2 million in the first
quarter of fiscal 1994 primarily due to a 8.9% increase in
volume which was due to increased consumer demand.
Turkey sales increased 31.9% to $42.7 million in the first
quarter of fiscal 1995 from $32.4 million in the first quarter
of fiscal 1994 primarily due to a 20.2% increase in volume and
higher selling prices due to increased sales of further-
processed products.
Cost of sales was $238.2 million in the first quarter of fiscal
1995, an increase of $25.6 million, or 12.0%, over the first
quarter of fiscal 1994. As a percentage of sales, cost of sales
remained almost constant at 85.1% in the first quarter of fiscal
1995 compared with 85.0% in the first quarter of fiscal 1994. The
Company continued to produce more further-processed products but
the increased costs associated with producing those products were
partially offset by a 8.2% decrease in feed costs per ton.
Gross profit was $41.8 million in the first quarter of fiscal 1995,
an increase of $4.1 million, or 10.9%, over the first quarter of
fiscal 1994. As a percentage of sales, gross profit remained
almost constant at 14.9% in the first quarter of fiscal 1995
compared with 15.0% in the first quarter of fiscal 1994 due to the
factors discussed above.
<PAGE>
<PAGE>
Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
FIRST QUARTER OF FISCAL 1995 COMPARED WITH
FIRST QUARTER OF FISCAL 1994 (CONTINUED)
Selling and general and administrative expenses were $26.3 million
in the first quarter of fiscal 1995, an increase of $0.6 million,
or 2.2%, over the first quarter of fiscal 1994. General and
administrative expenses rose as a result of increased incentive
compensation accruals, depreciation and travel expenses. As a
percentage of sales, selling and general and administrative
expenses decreased to 9.4% in the first quarter of fiscal 1995 from
10.3% in the first quarter of fiscal 1994.
Operating income was $15.5 million in the first quarter of fiscal
1995, an increase of $3.5 million, or 29.7%, over the first quarter
of fiscal 1994. This increase was primarily due to the
improvements in the Company's operations described previously.
Interest expense decreased primarily due to the conversion and
redemption of the 8% Convertible Subordinated Debentures and
increased capitalized interest on construction in progress.
Other income for the first quarter of fiscal 1995 was primarily
composed of gains on assets destroyed by fire.
<PAGE>
<PAGE>
Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
LIQUIDITY AND CAPITAL RESOURCES
Working capital at December 31, 1994 was $143.8 million compared
with $100.1 million at October 1, 1994 and the current ratio was
2.69 to 1 and 1.87 to 1 at December 31, 1994 and October 1, 1994,
respectively. The Company's total capitalization, as represented
by long-term obligations plus stockholders' equity, was $341.5
million on December 31, 1994, compared with $284.4 million on
October 1, 1994. Long-term obligations represented 19.2% and 26.4%
of total capitalization on December 31, 1994 and October 1, 1994,
respectively.
There were no notes payable due under the Company's unsecured
credit agreements at December 31, 1994 compared with $16.8 million
on October 1, 1994, which were paid with proceeds from the November
21, 1994 Class A common stock offering. Total long-term
obligations and current portion of long-term obligations decreased
$9.5 million primarily due to $3.8 million of 8% Convertible
Subordinated Debentures that were redeemed and $5.5 million of 8%
Convertible Subordinated Debentures that were converted into Class
A common stock.
Class A common stock and additional capital increased $57.2 million
to $154.8 million at December 31, 1994 from $97.6 million at
October 1, 1994. The increase primarily resulted from: the
issuance of 2.5 million new shares of Class A common stock sold in
a public stock offering on November 21, 1994, the conversion of 2.1
million shares of Class B common stock into Class A common stock
and the conversion of $5.5 million of 8% Convertible Subordinated
Debentures into common stock. (See footnote 2.)
The Company's cash flow provided by operating activities was $0.7
million for the first quarter of fiscal 1995 compared with cash
used for operating activities of $3.1 million for the first quarter
of fiscal 1994. The improvement was primarily due to higher net
income.
For the first quarters of fiscal 1995 and 1994, the Company had
capital expenditures of $18.8 million and $6.5 million,
respectively. Capital expenditures, in the first quarter of fiscal
1995, were for the construction of a beef processing plant in
Columbus, Nebraska that will supply hamburger patties to a major
foodservice chain, the beginning of construction of a chicken
complex near Henderson, Kentucky and the expansion and/or upgrading
of existing production facilities and related equipment. The beef
processing plant began production in January 1995. The Kentucky
chicken complex is expected to begin production in 1996. The
capital expenditures have been and will continue to be financed by
operations, borrowings under the Company's credit agreements, lease
arrangements and the issuance of common stock.<PAGE>
<PAGE>
Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
LIQUIDITY AND CAPITAL RESOURCES (CONTINUED)
The Company's capital budget for fiscal 1995 contemplates aggregate
capital expenditures of approximately $94.0 million for the
building of the new beef processing plant and chicken complex and
upgrading and/or expanding current production facilities and
related equipment. To achieve this level of capital expenditures,
the Company will be required to obtain waivers from certain
lenders. Management believes that such waivers will be obtained.
However, there can be no assurance that such waivers will be
granted.
Historically, the Company's operations have been financed through
internally generated funds, borrowings, lease arrangements and
the issuance of common stock. On April 26, 1994, the Company
entered into a $100 million unsecured credit agreement that expires
June 30, 1997. At December 31, 1994, the Company had $91.8 million
available under this agreement. The Company did not have any notes
payable under the agreement at December 31, 1994 but had $8.2
million in outstanding letters of credit. The credit agreement,
among other things, limits the payment of dividends to
approximately $2.8 million in any fiscal year and limits annual
capital expenditures and lease obligations. It requires the
maintenance of minimum levels of working capital and tangible net
worth and that the current ratio, leverage ratio and cash flow
coverage ratio be maintained at certain levels. It also limits the
creation of new secured debt to $25.0 million and new unsecured
short-term debt with parties outside the credit agreement to $20.0
million. Additionally, an event of default will exist if the
aggregate outstanding voting power of James T. Hudson and his
immediate family in the Company is reduced below 51%.
On May 18, 1994, the Company entered into an unsecured term loan
agreement with a financial institution giving the Company the right
to borrow up to $50.0 million of senior notes fixed at a rate to
be determined at drawdown. The Company had not borrowed under the
agreement at December 31, 1994. The agreement expires February 24,
1996.
In 1994, the Company entered into three separate unsecured short-
term credit agreements with financial institutions (outside the
$100 million revolving credit agreement) giving the Company the
right to borrow up to $10.0 million from each institution. At
December 31, 1994, the Company did not have any debt outstanding
under the agreements.
<PAGE>
<PAGE>
Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
TAX MATTERS
The Internal Revenue Service has examined the Company's 1989 and
1990 federal tax returns and has issued a notice of deficiency
asserting additional taxes of $22.4 million and penalties of $5.8
million. If an assessment is ultimately upheld, it will result in
the acceleration of previously recorded deferred income taxes.
However, since most of the items in dispute relate to the timing
of the recognition of income or deductions, a portion of the income
taxes for years subsequent to 1990 would be refundable. Management
is contesting the notice of deficiency and the case has been
docketed for a hearing early in 1995 in federal tax court.
Management believes that ultimate resolution of these matters will
not have a material impact on the Company's financial position or
results of operations.
<PAGE>
<PAGE>
PART II - OTHER INFORMATION
Item 1. Legal Proceedings.
Not Applicable.
Item 2. Changes in Securities
Not Applicable.
Item 3. Defaults Upon Senior Securities
Not Applicable.
Item 4. Submission of Matters to a Vote of Security Holders.
Not Applicable.
Item 5. Other Information
During the first quarter of fiscal 1995, $5.5 million
of the outstanding 8% Convertible Subordinated Debentures
due 2006 were converted into 263,837 shares of common
stock at a conversion price of $21.00 per share. The
conversions increased common stock and additional capital
$5.3 million.
Also during the first quarter of fiscal 1995, $3.8
million of the outstanding 8% Convertible Subordinated
Debentures were redeemed for cash plus a 1.6% premium.
<PAGE>
<PAGE>
PART II - OTHER INFORMATION (CONTINUED)
Item 6. Exhibits and Reports on Form 8-K.
(a) Exhibits
Exhibit Description of Exhibit Sequentially
Number Numbered Page
4a Trust indenture 8% Incorporated by
convertible subordin- reference from
ated debentures due Registration
2006 Statement No.
33-8889
4c Restated Certificate Incorporated by
of Incorporation of reference from
Hudson Foods, Inc., Registration
Section 4 Statement No.
33-15274
11 Calculation of earnings
per share
15 Letter regarding unaudited
interim financial
information
(b) Reports on Form 8-K.
During the first quarter of fiscal 1995, the Company
filed one Current Report on Form 8-K. The report
filed October 13, 1994 related to the Company's
Purchase and Supply Agreement with a customer dated
October 12, 1994 and the Company's Supplier Agreement
with another customer dated April 26, 1994.<PAGE>
<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.
Hudson Foods, Inc.
Date 2-08-95 Michael T. Hudson
President
Date 2-08-95 Charles B. Jurgensmeyer
Chief Financial Officer<PAGE>
<PAGE>
<PAGE>
Exhibit 11 - EARNINGS PER SHARE CALCULATION
HUDSON FOODS INC. AND SUBSIDIARIES
(IN THOUSANDS EXCEPT PER SHARE DATA)
<TABLE>
<CAPTION>
Three Months Ended
December 31, January 1,
1994 1994
<S> <C> <C>
Net income $9,835 $6,095
Interest on convertible
subordinated debentures
net of income taxes -- 217
_________ _________
Adjusted net income $9,835 $6,312
========= =========
Primary earnings per share:
Weighted average number of
common shares outstanding 18,164 16,192
Common stock equivalents:
Dilutive options 437 342
_________ _________
Weighted average number of
common and common equivalent
shares 18,601 16,534
========= =========
Primary earnings per share $0.53 $0.37
========= =========
Fully diluted earnings
per share:
Weighted average number of
common shares outstanding 18,164 16,192
Common stock equivalents:
Dilutive options 454 343
Convertible subordinated
debentures -- 830
_________ ________
Weighted average number of
common and common equivalent
shares 18,618 17,365
========= =========
Fully diluted earnings per
share $0.53 $0.36
========= =========
/TABLE
<PAGE>
<PAGE>
<PAGE>
EXHIBIT 15
HUDSON FOODS, INC. AND SUBSIDIARIES
LETTER REGARDING UNAUDITED INTERIM FINANCIAL INFORMATION
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Re: Hudson Foods, Inc.
Registration on Forms S-8
We are aware that our report dated January 23, 1995 on our review
of the interim financial information of Hudson Foods, Inc. for the
period ended December 31, 1994, and included in this Form 10-Q is
incorporated by reference in the Company's registration statement
on Form S-8 (File nos. 33-36690 and 33-41839). Pursuant to Rule
436(c) under the Securities Act of 1933, this report should not be
considered a part of the registration statement prepared or
certified by us within the meaning of Sections 7 and 11 of that
Act.
Coopers & Lybrand L.L.P.
Tulsa, Oklahoma
February 7, 1995
<PAGE>
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> SEP-30-1995
<PERIOD-END> DEC-31-1994
<CASH> 14,703
<SECURITIES> 0
<RECEIVABLES> 70,034
<ALLOWANCES> 1,484
<INVENTORY> 131,346
<CURRENT-ASSETS> 229,018
<PP&E> 367,666
<DEPRECIATION> 125,488
<TOTAL-ASSETS> 499,325
<CURRENT-LIABILITIES> 85,257
<BONDS> 0
<COMMON> 205
0
0
<OTHER-SE> 275,659
<TOTAL-LIABILITY-AND-EQUITY> 499,325
<SALES> 279,955
<TOTAL-REVENUES> 279,955
<CGS> 238,202
<TOTAL-COSTS> 264,502
<OTHER-EXPENSES> (1,389)
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 457
<INCOME-PRETAX> 16,385
<INCOME-TAX> 6,550
<INCOME-CONTINUING> 9,835
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 9,835
<EPS-PRIMARY> .53
<EPS-DILUTED> .53
</TABLE>
