<PAGE>
==============================================================================
FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
______________________
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 2000
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 1-5259
____________________
PITT-DES MOINES, INC.
(Exact name of registrant as specified in its charter)
Commonwealth of Pennsylvania 25-0729430
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
1450 Lake Robbins Drive, Suite 400, The Woodlands, TX 77380
(Address of Principal Executive Offices) (Zip Code)
(281) 765-4600
(Registrant's Telephone Number, including Area Code)
____________________
Indicate by check 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
_____ _____
On April 28, 2000, 7,386,364 shares of Common Stock were outstanding.
==============================================================================
<PAGE>
<TABLE>
<CAPTION>
TABLE OF CONTENTS
Page
<S> <C>
Part I - Financial Information
Item 1. Financial statements 3
Item 2. Management's discussion and analysis of
financial condition and results of operations 11
Item 3. Quantitative and qualitative disclosures about market risk 14
Part II - Other Information
Item 1. Legal proceedings 15
Item 6. Exhibits and reports on Form 8-K 15
Signatures 16
</TABLE>
-2-
<PAGE>
Part I. Financial Information
Item 1. Financial Statements
PITT-DES MOINES, INC.
Consolidated Statements of Income
(Unaudited)
<TABLE>
<CAPTION>
For the three months ended
March 31,
-------------------------------
(in thousands, except per share amounts) 2000 1999
--------- ---------
<S> <C> <C>
Earned revenue $ 178,708 $ 142,846
Cost of earned revenue (154,470) (122,314)
--------- ---------
Gross profit from operations 24,238 20,532
Selling, general and administrative expenses (14,202) (12,050)
--------- ---------
Income from operations 10,036 8,482
Other income/(expense):
Interest income 203 177
Interest expense (335) (702)
Gain on sale of assets (215) 950
Miscellaneous, net (390) (196)
--------- ---------
(737) 229
--------- ---------
Income before income taxes 9,299 8,711
Income taxes (3,707) (3,414)
--------- ---------
Net income $ 5,592 $ 5,297
========= =========
Per common share:
Earnings per share $ 0.77 $ 0.75
--------- ---------
Earnings per share - assuming dilution $ 0.74 $ 0.71
--------- ---------
Cash dividend $ 0.20 $ 0.17
--------- ---------
Shares used to calculate: (in thousands)
Earnings per share 7,269 7,106
--------- ---------
Earnings per share - assuming dilution 7,540 7,451
--------- ---------
CONSOLIDATED RETAINED EARNINGS
Balance at the beginning of year $ 145,391 $ 126,082
Net income 5,592 5,297
Dividends paid (1,478) (1,232)
Other - (23)
--------- ---------
Balance at end of period $ 149,505 $ 130,124
========= =========
</TABLE>
See Notes to Consolidated Financial Statements.
-3-
<PAGE>
Item 1. Financial Statements (Continued)
PITT-DES MOINES, INC.
Consolidated Statements of Financial Condition
<TABLE>
<CAPTION>
March 31, December 31,
2000 1999
---------------- ----------------
(in thousands) (Unaudited)
<S> <C> <C>
Assets
Current Assets
Cash and cash equivalents $ 2,728 $ 8,974
Accounts receivable including retentions
(less allowances: 2000-$1,483; 1999-$1,875) 120,288 102,320
Inventories 30,469 30,741
Costs and estimated profits in excess
of billings 57,157 61,150
Deferred income taxes 8,545 8,545
Prepaid expenses 1,864 1,075
--------- ---------
Total Current Assets 221,051 212,805
Other Assets 14,842 14,698
Goodwill 7,127 7,186
Property, Plant and Equipment
Land 7,538 7,737
Buildings 48,617 48,665
Machinery and equipment 81,287 80,753
--------- ----------
137,442 137,155
Allowances for depreciation (77,853) (76,800)
--------- ----------
Net Property, Plant and Equipment 59,589 60,355
--------- ----------
$ 302,609 $ 295,044
========= ==========
</TABLE>
See Notes to Consolidated Financial Statements.
-4-
<PAGE>
Item 1. Financial Statements (Continued)
PITT-DES MOINES, INC.
Consolidated Statements of Financial Condition
<TABLE>
<CAPTION>
March 31, December 31,
2000 1999
--------------- ---------------
(in thousands) (Unaudited)
<S> <C> <C>
Liabilities
Current Liabilities
Accounts payable $ 40,272 $ 61,424
Accrued compensation, related taxes and benefits 16,050 17,333
Other accrued expenses 3,583 3,673
Billings in excess of costs and estimated profits 24,779 18,298
Income taxes 5,238 3,988
Casualty and liability insurance 10,539 8,754
--------- ---------
Total Current Liabilities 100,461 113,470
Revolving Credit Facility 15,000 -
Deferred Income Taxes 8,287 8,288
Minority Interest 910 881
Contingencies and Commitments
Stockholders' Equity
Preferred stock - par value $.01 per share;
authorized 3,000,000 shares; issued - none
Common stock - no par value; authorized
15,000,000 shares; issued 8,946,468 shares 33,549 33,549
Additional paid-in capital 7,007 6,305
Retained earnings 149,505 145,391
Accumulated other comprehensive income - -
--------- ---------
190,061 185,245
Treasury stock at cost
(2000-1,551,378 shares; 1999-1,597,866 shares) (11,441) (11,784)
Unearned compensation - restricted stock (669) (1,056)
--------- ---------
Total Stockholders' Equity 177,951 172,405
--------- ---------
$ 302,609 $ 295,044
========= -========
</TABLE>
See Notes to Consolidated Financial Statements.
-5-
<PAGE>
Item 1. Financial Statements (Continued)
PITT-DES MOINES, INC.
Consolidated Statements of Cash Flows
(Unaudited)
<TABLE>
<CAPTION>
For the three months ended
March 31,
----------------------------------
(in thousands) 2000 1999
---------- -----------
<S> <C> <C>
Cash Flow From Operating Activities
Net income $ 5,592 $ 5,297
Adjustments to reconcile net income to net
cash utilized by operating activities:
Depreciation and amortization 2,028 1,871
Gain (loss) on sale of assets 215 (950)
Minority interest, net of dividends paid 29 10
Other non-cash (credits) debits, net 1,228 (30)
Change in operating assets and liabilities
(using) providing cash:
Accounts receivable (17,968) (6,863)
Inventories 272 5,968
Prepaid expenses (789) (2,414)
Costs, estimated profits and billings, net 10,474 8,916
Accounts payable (21,152) (17,028)
Accrued liabilities 412 (367)
Income taxes 1,249 1,562
--------- ---------
Net cash utilized by operating activities (18,410) (4,028)
Cash Flows from Investing Activities
Capital expenditures (1,439) (3,476)
Proceeds from sale of assets 19 2,979
Acquisitions, net of cash acquired 0 (2,182)
Change in investments and other assets 6 (162)
--------- ---------
Net cash utilized by investing activities (1,414) (2,841)
Cash Flows from Financing Activities
Proceeds from revolving credit facility 35,000 17,000
Payments of revolving credit facility (20,000) 0
Dividends paid (1,478) (1,232)
Other 56 94
--------- ---------
Net cash provided by financing activities 13,578 15,862
--------- ---------
(Decrease) increase in cash and cash equivalents (6,246) 8,993
Cash and cash equivalents at beginning of year 8,974 8,447
--------- ---------
Cash and cash equivalents at end of period $ 2,728 $ 17,440
========= =========
</TABLE>
See Notes to Consolidated Financial Statements.
-6-
<PAGE>
Item 1. Financial Statements (Continued)
PITT-DES MOINES, INC.
Notes to Consolidated Financial Statements
(Unaudited)
Note A. Significant Accounting Policies
Basis of Presentation
The accompanying unaudited consolidated financial statements have been prepared
in accordance with generally accepted accounting principles for interim
financial information and with the instructions to Form 10-Q and Article 10 of
Regulation S-X. Accordingly, they 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. Operating results for the three months ended March 31, 2000 are
not necessarily indicative of the results that may be expected for the year
ending December 31, 2000. The December 31, 1999 Consolidated Statement of
Financial Condition was derived from audited financial statements. For further
information, refer to the consolidated financial statements and footnotes
thereto included in the Company's Annual Report on Form 10-K for the year ended
December 31, 1999.
Note B. Earnings Per Share
The following table sets forth the computation of earnings per share and
earnings per share assuming dilution:
<TABLE>
<CAPTION>
Three months
ended March 31,
-----------------------------------
(in thousands, except per share amounts) 2000 1999
------------- --------------
<S> <C> <C>
Numerator:
Net income $ 5,592 $ 5,297
======= =======
Denominator:
Weighted-average shares 7,269 7,106
Employee stock options and restricted stock 271 345
------- -------
Weighted-average shares-assuming dilution 7,540 7,451
======= =======
Earnings per share $ 0.77 $ 0.75
======= =======
Earnings per share-assuming dilution $ 0.74 $ 0.71
======= =======
</TABLE>
-7-
<PAGE>
Item 1. Financial Statements (Continued)
Note C. Costs and Estimated Profits on Uncompleted Contracts
Costs and estimated profits on uncompleted contracts are summarized as follows:
<TABLE>
<CAPTION>
March 31, December 31,
(in thousands) 2000 1999
--------------- ---------------
<S> <C> <C>
Costs incurred on uncompleted contracts $ 735,668 $ 664,064
Estimated profits 104,874 94,429
--------------- ---------------
840,542 758,493
Less: Billings to date (808,164) (715,640)
--------------- ---------------
$ 32,378 $ 42,853
=============== ===============
</TABLE>
Costs, estimated profits and billings on uncompleted contracts are included in
the accompanying Consolidated Statements of Financial Condition under the
following captions:
<TABLE>
<CAPTION>
March 31, December 31,
(in thousands) 2000 1999
---------- -------------
<S> <C> <C>
Costs and estimated profits in excess of billings $ 57,157 $ 61,150
Billings in excess of costs and estimated profits (24,779) (18,297)
-------- --------
$ 32,378 $ 42,853
======== ========
</TABLE>
Note D. Contingencies
As previously reported, in a decision dated February 18, 1999, the United States
Court of Appeals for the Seventh Circuit affirmed the Company's July 31, 1997
conviction for two misdemeanor violations of federal Occupational Safety and
Health Administration regulations. As a result of that conviction, other
claims, actions, or proceedings may be instituted against the Company. The
Company cannot predict the likelihood of such a claim, action or proceeding
being instituted against it, and cannot assess the availability of any insurance
coverage or the possibility or materiality of an adverse result in the event of
any such claim, action or proceeding in advance of a claim, action or proceeding
being instituted.
Various claims and legal proceedings are brought against the Company arising
from the normal course of business. Although counsel is unable to predict with
certainty the ultimate outcome, management and counsel believe the Company has
significant and meritorious defenses to any claims, and intend to pursue them
vigorously.
-8-
<PAGE>
Item 1. Financial Statements (Continued)
Note D. Contingencies (Continued)
The Company's operations, including idle facilities and other properties, are
subject to and affected by federal, state and local laws and regulations
regarding the protection of the environment. The Company accrues for
environmental costs where such obligations are either known or considered
probable and can be reasonably estimated.
The Company is participating as a potentially responsible party (PRP) at three
different sites, and has been requested to participate as a PRP at one
additional site, pursuant to proceedings under the Comprehensive Environmental
Response, Compensation and Liability Act (CERCLA). Other parties have also been
identified as PRP's at the sites. Investigative and/or remedial activities are
ongoing. The Company believes, based upon information presently available to
it, that the cost of such future activities will not have a material effect on
the Company's financial position, results of operations or liquidity.
Additionally, amounts reflected in results of operations and in the statements
of financial condition during the three years ended December 31, 1999 and during
the three months ended March 31, 2000 for investigative and/or remedial
activities have also not been material. However, the imposition of more
stringent requirements under environmental laws or regulations, new developments
or changes regarding site cleanup costs or the allocation of such costs among
PRP's or a determination that the Company is potentially responsible for the
release of hazardous substances at sites other than those currently identified,
could result in additional costs.
Management believes that the ultimate outcome of any matter currently pending
against the Company will not materially affect the financial position of the
Company although such outcome could be material to the reported results of
operations for the period in which it occurs.
-9-
<PAGE>
Note E. Business Segment Information
The Company has two reportable operating segments; Heavy Construction and Steel
Distribution. The accounting policies of the reportable segments are the same as
those described in the summary of significant accounting policies in the
Company's 1999 Annual Report except that inventory is accounted for on a First-
In, First-Out basis at the segment level compared to a Last-In, First-Out (LIFO)
basis at the consolidated level, and the Company does not allocate certain items
to its segments including general corporate expenses, incentive stock plan
charges, other income (expense), income tax expense and adjustments to the LIFO
inventory reserve.
<TABLE>
<CAPTION>
Three months
ended March 31,
-------------------------
2000 1999
-------- --------
<S> <C> <C>
Earned Revenue:
Heavy Construction $124,241 $ 99,512
Steel Distribution 55,239 44,566
Corporate and Other (772) (1,232)
-------- --------
$178,708 $142,846
======== ========
Income (Loss) from Operations:
Heavy Construction $ 9,416 $ 7,881
Steel Distribution 4,774 3,140
Corporate and Other (4,154) (2,539)
-------- --------
$ 10,036 $ 8,482
======== ========
</TABLE>
-10-
<PAGE>
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations
RESULTS OF OPERATIONS
Three months ended March 31, 2000 compared with three months ended March 31,
1999.
The Company reported net income of $5.6 million, or $0.74 per diluted share, on
earned revenue of $178.7 million for the quarter ended March 31, 2000. These
results compare with net income of $5.3 million, or $0.71 per diluted share, on
earned revenue of $142.8 million for the first quarter of 1999.
HEAVY CONSTRUCTION
Heavy Construction posted earned revenue of $124.2 million, representing an
increase of $24.7 million, or 25 percent, over the prior year quarter. All
product groups experienced growth over the first quarter of 1999, with the Steel
Building product group accounting for the majority of the increase. The Steel
Building group benefited from a consistent order flow driven by strong demand
for office space, hotels and other developments in the Western and Southwestern
United States. Also contributing to the earned revenue growth were the Water
Storage and Steel Bridge groups. The Water Storage group continues to
experience strong demand from municipalities, while the Steel Bridge group
continues to benefit from solid federal and state infrastructure spending.
Income from operations rose $1.5 million to $9.4 million for the first quarter
due to the earned revenue growth and leverage of the selling, general and
administrative (S,G&A) expense line over the prior year. S,G&A expense as a
percentage of earned revenue improved 0.8 percentage points to 5.2 percent,
compared with 6.0 percent in the first quarter of 1999.
New awards increased $40.7 million, or 51 percent, to $120.5 million on the
strength of the Steel Building and Steel Bridge product groups, which
experienced active markets for the aforementioned reasons. Backlog approximated
year-end 1999 levels, totaling $297.3 million at March 31, 2000.
STEEL DISTRIBUTION
Steel Distribution's earned revenue increased $10.6 million quarter-to-quarter,
from $44.6 million to $55.2 million, due to an increase in tonnage shipped.
Strong market activity, coupled with the favorable impact of new and expanded
steel service center operations, contributed to the growth in volume.
Income from operations increased $1.6 million, or 52 percent, to $4.8 million as
a result of the higher earned revenue and leverage of operating expenses over
the prior year. S,G&A expense as a percentage of earned revenue improved 0.7
percentage points to 7.4 percent.
-11-
<PAGE>
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations (Continued)
OTHER
Corporate unallocated expenses, consisting of salaries, benefits, outside
professional services, taxes and insurance, were $4.2 million in the first
quarter of 2000 compared with $2.5 million for the prior year quarter. The
increase in 2000 relates primarily to compensation expense recognized under a
management incentive program, which historically has been recorded in the last
half of the year, and higher employee benefit costs.
Interest expense of $0.3 million in 2000 compares with $0.7 million in the prior
year. Interest expense is directly related to the level of net borrowings the
Company maintains throughout the period. On March 31, 2000 the Company had $15
million of outstanding debt under its revolving credit facility compared with
$52 million at March 31, 1999.
The loss on sale of assets of $0.2 million in 2000 relates to the write-down of
an idle property to the estimated net realizable value. The gain on sale of
assets was $1.0 million in 1999, attributable to the sale of idle property.
YEAR 2000
The Company initiated a review of its software systems in 1997 in view of the
fact that certain systems may not properly recognize dates after the year 1999,
which could cause those systems to produce invalid results or fail to operate.
This is commonly referred to as "the Year 2000 problem." The Company's Year 2000
plan encompassed three main phases: Assessment, Remediation and Testing. All
phases of the Year 2000 plan were generally conducted by the Company's
information technology personnel. While the Company has not tracked these costs
separately, it does not believe the impact of the Year 2000 remediation efforts
has had a material impact on the Company's results of operations for the periods
presented, or that any additional costs will have a material impact on the
Company's future results of operations.
To date, we have not experienced any material Year 2000 issues. Additionally,
we have no reason to believe that any third parties with whom we deal have had
any material Year 2000 issues. However, there can be no assurance that we will
not experience any disruption due to Year 2000 issues in the future. We
continue to monitor our systems and third parties for any Year 2000 problems.
LIQUIDITY AND CAPITAL RESOURCES
During the three months ended March 31, 2000, the Company's primary sources of
liquidity were proceeds from its revolving credit facility and cash flow
generated from operations, which were used to fund the growth in working
capital. Working capital increased $21.3 million from $99.3 million at December
31, 1999 to $120.6 million at March 31, 2000.
-12-
<PAGE>
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations (Continued)
LIQUIDITY AND CAPITAL RESOURCES (Continued)
Net cash utilized by operating activities of $18.4 million increased by $14.4
million when compared with the same period in 1999. An increase in accounts
receivable, attributable to growth in the volume of work performed on
engineering and construction contracts and increased steel distribution sales,
accounted for a majority of the change from prior year. The changes in
operating assets and liabilities vary from period to period and are affected by
the mix, stage of completion and commercial terms of contracts.
Net cash utilized by investing activities of $1.4 million for the three months
ended March 31, 2000, consisted of capital expenditures. The Company
anticipates that capital expenditures for fiscal year 2000 will approximate the
level of depreciation and amortization, although there can be no assurance that
such levels will not increase or decrease.
The Company continues to evaluate and selectively pursue opportunities for
growth or expansion of its business through investment in or acquisition of
complementary businesses. Acquisition and investment candidates are evaluated
based on various criteria in a process which includes due diligence, management
reviews and board approval. Management anticipates that investment and / or
acquisition opportunities will be available to the Company and intends to
investigate those opportunities for future growth and expansion of its business.
The Company expects that any such acquisitions will be financed from cash on
hand or available under the Company's revolving credit facility. In certain
cases, acquisitions may be funded using stock or pursuant to stand-alone credit
facilities.
Cash provided by financing activities consisted primarily of proceeds from the
Company's revolving credit facility. The Company paid cash dividends of $1.5
million, or $0.20 per share, compared with $1.2 million, or $0.17 per share,
during the three months ended March 31, 2000 and 1999, respectively.
The Company has on hand and access to sufficient sources of funds to meet its
anticipated operating, expansion and capital needs. These sources include cash
on hand and the unused portion of a $70.0 million unsecured revolving credit
facility which expires on January 31, 2002. On May 9, 2000, $20.0 million of
borrowings and $6.9 million of stand-by letters of credit were outstanding under
this credit facility.
FORWARD-LOOKING STATEMENTS
Any of the comments in this quarterly report that refer to the Company's
estimated or future results, margins on existing or future projects, long-term
profitability, Year 2000 issues and demand and growth trends for Pitt-Des
Moines, Inc., are forward-looking and reflect the Company's current analysis of
existing trends and information. Actual results may differ materially from
current expectations or projections based on a number of factors affecting the
Company's businesses. The Company's estimates of future performance depend on,
among other things, the likelihood of receiving certain new awards. While these
estimates are based on the
-13-
<PAGE>
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations (Continued)
FORWARD-LOOKING STATEMENTS (Continued)
good faith judgment of management, these estimates frequently change based on
new facts which become available. In addition, the timing of receipt of revenue
by the Company from engineering and construction projects can be affected by a
number of factors outside the control of the Company. The Company's businesses
are also subject to fluctuations in demand and to changing global economic and
political conditions which are beyond the control of the Company and may cause
actual results to differ from the forward-looking statements contained in this
quarterly report.
These forward-looking statements represent the Company's judgment only as of the
date of this quarterly report. As a result, the reader is cautioned not to rely
on these forward-looking statements. The Company disclaims any intent or
obligation to update these forward-looking statements.
Item 3. Quantitative and Qualitative Disclosures About Market Risk
Due to current conditions in the credit markets and considering the favorable
terms of the Company's credit facility, management believes interest rate
exposure is minimal.
The Company has limited operations outside the United States. As such, there is
limited exposure to the Company's future earnings due to changes in foreign
currency exchange rates. A 10 percent appreciation of the United States dollar
against the related currencies would not have a significant effect on the future
earnings of the Company.
-14-
<PAGE>
Part II - Other Information
Item 1. Legal Proceedings
Refer to Part I Item 1, Note D of the Notes to Consolidated Financial
Statements for information, which information is incorporated herein
by reference.
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 by the Company during the
quarter ended March 31, 2000.
-15-
<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.
Pitt-Des Moines, Inc.
-------------------------------
(Registrant)
Principal Executive Officer:
Date: May 12, 2000 By: /s/ Wm. W. McKee
-----------------------------
Wm. W. McKee
(President and
Chief Executive Officer)
Principal Financial Officer:
Date: May 12, 2000 By: /s/ R. A. Byers
----------------------------
R. A. Byers
(Vice President
Finance and Treasurer)
-16-
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<LEGEND> THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM
FORM 10-Q FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2000 AND IS QUALIFIED IN ITS
ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-2000
<PERIOD-START> JAN-01-2000
<PERIOD-END> MAR-31-2000
<CASH> 2,728
<SECURITIES> 0
<RECEIVABLES> 121,771
<ALLOWANCES> 1,483
<INVENTORY> 30,469
<CURRENT-ASSETS> 221,051
<PP&E> 137,442
<DEPRECIATION> 77,853
<TOTAL-ASSETS> 302,609
<CURRENT-LIABILITIES> 100,461
<BONDS> 15,000
0
0
<COMMON> 33,549
<OTHER-SE> 144,402
<TOTAL-LIABILITY-AND-EQUITY> 302,609
<SALES> 178,708
<TOTAL-REVENUES> 178,708
<CGS> 154,470
<TOTAL-COSTS> 154,470
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 335
<INCOME-PRETAX> 9,299
<INCOME-TAX> 3,707
<INCOME-CONTINUING> 5,592
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 5,592
<EPS-BASIC> 0.77
<EPS-DILUTED> 0.74
</TABLE>
