<PAGE>1
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 July 3, 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 1-10079
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CYPRESS SEMICONDUCTOR CORPORATION
-------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 94-2885898
------------------------------- ---------------------------
(State or other jurisdiction (I.R.S. employer
of incorporation or identification No.)
organization)
3901 North First Street, San Jose, California 95134-1599
-------------------------------------------------------------------------------
(address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (408) 943-2600
---------------
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 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.
July 3, 1995 (all one class): 41,401,000
--------------------------------------------
1
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CYPRESS SEMICONDUCTOR CORPORATION
FORM 10-Q
Quarter Ended July 3, 1995
Index
Part I - Financial Information
--------------------------------
Item 1. Condensed Consolidated Financial Statements Pages 3 - 8
Item 2. Management's Discussion and Analysis Pages 9 - 11
Part II - Other Information
--------------------------------
Item 1. Legal Proceedings Page 12
Item 4. Stockholders' Meeting Page 12
Item 6. Exhibits and Reports on Form 8-K Pages 13 - 14
2
<PAGE>3
<TABLE>
CYPRESS SEMICONDUCTOR CORPORATION
CONDENSED CONSOLIDATED BALANCE SHEETS
(Dollars in thousands)
(Unaudited)
<CAPTION>
Jul. 3, Jan. 2,
1995 1995
---------- ----------
<S> <C> <C>
ASSETS
Current assets:
Cash and cash equivalents $ 2,257 $ 33,308
Short-term investments 173,284 159,967
---------- ----------
Total cash, cash equivalents and
short-term investments 175,541 193,275
Accounts receivable, net of allowances of
$1,501 at July 3, 1995 and $1,393 at
January 2, 1995 80,735 67,763
Inventories 28,837 28,372
Other current assets 30,678 27,704
---------- ----------
Total current assets 315,791 317,114
Property, plant and equipment (net) 271,717 201,590
Other assets 58,500 36,995
---------- ----------
Total assets $ 646,008 $ 555,699
========== ==========
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable $ 63,809 $ 55,777
Accrued liabilities 42,053 22,258
Deferred income on sales to distributors 10,973 9,688
Income taxes payable 6,679 3,439
---------- ----------
Total current liabilities 123,514 91,162
Convertible subordinated notes 94,750 93,653
Deferred income taxes 11,209 11,209
Other long-term liabilities 6,358 6,676
---------- ----------
Total liabilities 235,831 202,700
---------- ----------
3
<PAGE>4
CYPRESS SEMICONDUCTOR CORPORATION
CONDENSED CONSOLIDATED BALANCE SHEETS (Continued)
(Dollars in thousands)
(Unaudited)
Jul. 3, Jan. 2,
1995 1995
---------- ----------
<S> <C> <C>
Commitments and contingencies (Note 4)
Stockholders' equity:
Preferred stock, $.01 par value, 5,000,000
shares authorized; none issued and
outstanding -- --
Common stock, $.01 par value, 75,000,000
shares authorized; 46,214,000 and
43,683,000 issued; 41,401,000 and
38,910,000 outstanding 462 437
Additional paid-in capital 261,472 238,661
Retained earnings 194,692 159,985
---------- ----------
456,626 399,083
Less shares of common stock held in
treasury, at cost: 4,813,000 at
July 3, 1995 and 4,773,000 at
January 2, 1995 (46,449) (46,084)
---------- ----------
Total stockholders' equity 410,177 352,999
---------- ----------
Total liabilities and stockholders'
equity $ 646,008 $ 555,699
========== ==========
See accompanying notes to condensed consolidated financial statements.
</TABLE>
4
<PAGE>5
<TABLE>
CYPRESS SEMICONDUCTOR CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(In thousands, except per share data)
(Unaudited)
<CAPTION>
Three Months Ended Six Months Ended
---------------------- ----------------------
Jul. 3, Jul. 4, Jul. 3, Jul. 4,
1995 1994 1995 1994
---------- ---------- ---------- ----------
<S> <C> <C> <C> <C>
Revenues $ 134,273 $ 100,217 $ 257,638 $ 191,174
---------- ---------- ---------- ----------
Costs and expenses:
Cost of revenues 60,899 55,676 121,733 106,892
Research and development 16,392 13,601 32,063 26,194
Marketing, general and
administrative 17,506 12,871 32,797 25,904
Other non-recurring
costs (Note 4) -- -- 17,800 --
---------- ---------- ---------- ----------
Total operating costs
and expenses 94,797 82,148 204,393 158,990
---------- ---------- ---------- ----------
Operating income 39,476 18,069 53,245 32,184
Interest expense (1,415) (1,301) (3,148) (1,328)
Interest and other income 2,255 1,599 4,558 2,630
---------- ---------- ---------- ----------
Income before income taxes 40,316 18,367 54,655 33,486
Provision for income taxes (14,714) (6,796) (19,948) (12,390)
---------- ---------- ---------- ----------
Net income $ 25,602 $ 11,571 $ 34,707 $ 21,096
========== ========== ========== ==========
Net income per share:
Primary $ 0.57 $ 0.29 $ 0.79 $ 0.52
Fully diluted $ 0.54 $ -- $ 0.75 $ --
Weighted average common and
common equivalent shares
outstanding:
Primary 44,779 40,515 44,195 40,408
Fully diluted 49,122 -- 48,463 --
See accompanying notes to condensed consolidated financial statements.
</TABLE>
5
<PAGE>6
<TABLE>
CYPRESS SEMICONDUCTOR CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Dollars in thousands)
(Unaudited)
<CAPTION>
Six Months Ended
----------------------
Jul. 3, Jul. 4,
1995 1994
---------- ----------
<S> <C> <C>
Cash flows from operating activities:
Net income $ 34,707 $ 21,096
Adjustments to reconcile net income to net
cash provided by operating activities:
Depreciation and amortization 26,900 22,438
Provision for other non-recurring costs 17,800 --
Non-cash interest and amortization of debt
issuance costs 1,303 497
Changes in operating assets and liabilities:
Receivables (11,805) (8,618)
Inventories (465) (1,927)
Other assets (13,410) 1,116
Accounts payable and accrued liabilities 9,709 16,480
Deferred income 1,285 (224)
Income taxes payable and deferred income taxes 3,240 3,698
---------- ----------
Net cash generated by operations 69,264 54,556
---------- ----------
Cash flows from investing activities:
Increase in short-term investments (net) (13,317) (138,679)
Acquisition of property, plant and equipment (94,774) (41,375)
Sale of plant and equipment -- 7,918
Acquisition of CONTAQ Microsystems, Inc. -- (969)
---------- ----------
Net cash used for investing activities (108,091) (173,105)
---------- ----------
Cash flows from financing activities:
Issuance of common stock 22,471 13,748
Restricted investments related to building lease
agreement (14,695) --
Issuance of convertible subordinated notes (net) -- 89,443
---------- ----------
Net cash provided by financing activities 7,776 103,191
---------- ----------
Net decrease in cash and cash equivalents (31,051) (15,358)
Cash and cash equivalents, beginning of year 33,308 37,657
---------- ----------
Cash and cash equivalents, end of quarter $ 2,257 $ 22,299
========== ==========
</TABLE>
See accompanying notes to condensed consolidated financial statements.
6
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CYPRESS SEMICONDUCTOR CORPORATION
Notes to Condensed Consolidated Financial Statements
(Unaudited)
1. Interim Statements
In the opinion of management, the accompanying, unaudited condensed
consolidated financial statements contain all adjustments (consisting solely of
normal recurring adjustments) necessary to present fairly the financial
information included therein. While the Company believes that the disclosures
are adequate to make the information not misleading, it is suggested that this
financial data be read in conjunction with the audited financial statements and
notes thereto for the year ended January 2, 1995 included in the Company's 1994
Annual Report on Form 10-K.
For interim financial reporting purposes, the Company reports on a 13-week
quarter. The results of operations for the three and six month periods ended
July 3, 1995 are not necessarily indicative of the results to be expected for
the full year.
2. Balance Sheet Components
July 3, January 2,
1995 1995
---------- ----------
Inventories:
Raw materials $ 7,127 $ 8,519
Work in process 16,596 12,325
Finished goods 5,114 7,528
---------- ----------
$ 28,837 $ 28,372
========== ==========
3. Net Income Per Share
Net income per share is computed using the weighted average number of shares of
outstanding common stock and common equivalent shares, when dilutive. Common
equivalent shares include shares issuable under the Company's stock option
plans as determined by the treasury stock method. Fully diluted earnings per
share assumes full conversion of the convertible subordinated notes into common
shares and the elimination of the related interest requirements (net of income
taxes).
4. Impact of Litigation
In the normal course of business, the Company receives and makes inquiries with
regard to possible patent infringement. Where deemed advisable, the Company
may seek or extend licenses or negotiate settlements.
In May 1995, the U.S. District Court in Dallas, Texas, delivered a verdict of
$17.8 million against the Company in a patent infringement lawsuit filed by
Texas Instruments. This judgement is not final. The damages may be increased
7
<PAGE>8
up to three times the original amount, plus fees and interest, or reduced by
the judge at his discretion, based on post-trial motions and appeals. The
Company will exercise all avenues available to it through post-trial motions,
and if need be, through the appeal process. Due to the fact that the patents
in the litigation are both expired, there is no effect upon manufacturing or
sale of the Company's present or future products. Cypress recorded a one-time
pre-tax charge of $17.8 million in the first quarter ended April 3, 1995 to
reflect the judgement.
In June 1995, the U.S. District Court of Northern California dismissed by a
summary judgement the class-action lawsuit filed against the Company and
certain of its officers. The suit filed was for alleged violations of the
Securities Exchange Act of 1934 and certain provisions of state law regarding
disclosure of short-term business prospects. The plaintiffs have filed for an
appeal, in which the Company will continue to defend itself.
In June 1995, Advanced Micro Devices (AMD) charged the Company with patent
infringement and filed suit in the U.S. District Court in Delaware. The suit
filed by AMD claims that the Company infringed on several of AMD's Programmable
Logic Patents. No trial date has been set. The Company will vigorously defend
itself in this lawsuit and, subject to the inherent uncertainties of litigation
and based upon discovery completed to date, management believes that the
possibility of a material adverse impact on the Company's financial position as
a result of this lawsuit is remote. However, should the outcome of this action
be unfavorable, the Company may be required to pay damages and other expenses,
which could have a material adverse effect on the Company's financial position.
8
<PAGE>9
MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
RESULTS OF OPERATIONS:
--------------------------
Revenues for the quarter and six month periods ended July 3, 1995 increased
34,0% and 34.8%, respectively, over the comparable periods a year ago,
increasing to $134.3 million and $257.6 million compared to $100.2 million and
$191.2 million in 1994. Continued growth in its core product lines led by the
high-speed Static Memory Division, has allowed revenues to maintain their
current rate of acceleration. Revenues generated from the sale of Static Rams
(SRAMS), particularly in the Personal Computer (PC) and Cellular Base Station
markets, have increased significantly even though average selling prices (ASPs)
have decreased 6% when compared to the first half of 1994. Sales volume grew
77% in the first six months of 1995, in comparison to the comparable period
last year, which more than offset the decline in ASPs. The Data Communications
Division's (Datacom) growth in revenues has been driven primarily by an
increase in sales from its Specialty Memory line of products (Dual Ports and
FIFO's). Sales of these products allowed the Datacom Division to increase
sales volume by 47% while maintaining comparable ASPs to 1994.
The Company's cost of revenues as a percentage of revenues for the quarter
and six month periods ended July 3, 1995 decreased to 45.4% and 47.2%,
respectively, in comparison with 55.6% and 55.9%, respectively, for the
comparable periods in 1994. As a result of increased volume, fixed cost per
unit was reduced significantly. The Company experienced lower manufacturing
costs as a percent of revenues from its domestic fabrication plants and backend
manufacturing sites improving gross margins. The Company's program to reduce
the die size on many of its products has decreased fab manufacturing costs and
lowered subcontractor expenses for assembly and test. A change in product mix
also contributed to the increase in gross margin, especially in the Data
Communications Division, where sales shifted towards products with higher
margins.
Research and development(R & D) expenses were 12.2% and 12.4% of revenues for
the quarter and six month periods ended July 3, 1995, versus 13.6% and 13.7%
in the comparable periods for 1994. Although R & D spending increased $2.8
million and $5.9 million, respectively, from the comparable quarter and six
month periods in the prior year, its rate of growth has been less than the rate
of growth in revenues. Cypress expects to continue increasing R & D spending
in absolute dollars in the future to assist with the development of new
products and enhance its design and process technologies.
Marketing, general and administrative (MG&A) expenses for the quarter ended
July 3, 1995 have increased to 13.0% of revenues compared to 12.8% in the
comparable period a year ago. This quarter, the Company incurred legal
expenditures in excess of those normally incurred related to the Texas
Instruments and class-action lawsuits. The Company also incurred increased
costs related primarily to the growth in sales and marketing expenditures. In
order to maintain its current growth rate in revenues, the Company has
increased headcount and associated spending in sales and marketing. The
Company expects to continue increasing absolute spending in sales and marketing
in order to maintain its current rate of growth.
9
<PAGE>10
Although MG&A expenses increased as a percent of revenues this quarter in
comparison to the same quarter last year, they decreased to 12.7% of revenues
for the six month period ended July 3, 1995 compared to 13.5% in the comparable
period for 1994. Even though absolute spending in MG&A increased from the
prior year, the rate of growth has been less than the rate of growth in
revenues.
Operating income for the quarter and six month periods ended July 3, 1995 was
$39.5 million, or 29.4% of revenues, and $53.2 million, or 20.7% of revenues,
respectively. This is an increase from the comparable periods in 1994 which
recorded operating income of $18.1 million, or 18.0% of revenues, and $32.2
million, or 16.8% of revenues, respectively. During the first quarter of 1995,
the Company recorded a one-time charge of $17.8 million ($11.3 million net of
taxes) related to the verdict issued against the Company in the patent
infringement lawsuit filed by Texas Instruments. Without the one-time charge,
operating income for the six month period ended July 3, 1995 would have been
$71.0 million, or 27.6% of revenues.
Net interest and other income for the quarter and six month periods ended July
3, 1995 was $0.8 million and $1.4 million, respectively, compared to $0.3
million and $1.3 million in the comparable periods for 1994. Cash investments
increased significantly as a result of the convertible subordinated
note issuance at the end of March 1994. The rise in the average balance of
investments coupled with an increase in rates of return earned on short-term
investments are primarily responsible for the growth in interest income this
year. This increase was substantially offset by an increase in interest
expense related to the issuance of the convertible debt. The Company also
realized gains of $0.8 million from foreign exchange transactions in the first
half of 1995, primarily from the increased value of the yen.
FACTORS AFFECTING FUTURE RESULTS:
-----------------------------------
A number of uncertainties exist that could have an impact on the Company's
future results of operations, including general economic conditions, the rate
of growth of the networking, computer and telecommunications markets, the
ramping up of manufacturing capacity and the acceleration of new product
introductions. The Company's products continue to experience increased
competition and as a result, are subject to decreases in average selling prices.
Typically, the Company requires new orders in a quarter to meet that quarter's
revenue plan. In addition, the semiconductor industry is generally
characterized by a highly competitive, rapidly changing environment, where
results are often significantly impacted by the introduction of new products and
new manufacturing technologies. Also, rapid changes in the demand for products
can lead to unpredictability in quarterly revenues. Due to the effect of these
forces on the Company's future operations, past performance should be only one
indicator of future performance and investors should not use historical trends
to anticipate results in future periods.
Current pending litigation and claims are set forth in Note 4 of the Notes to
the Condensed Consolidated Financial Statements. With regard to the verdict
delivered in the patent infringement lawsuit filed by Texas Instruments, the
Company will exercise all avenues available to it through post-trial motions,
and if need be, through the appeal process. With regard to the appeal filed by
10
<PAGE>11
the plaintiffs in the shareholder's class-action lawsuit and the patent
infringement lawsuit filed by Advanced Micro Devices, the Company will
vigorously defend itself in these matters and, subject to the inherent
uncertainties of litigation and based upon discovery completed to date,
management believes that the possibility of a material adverse impact on the
Company's financial position as a result of these lawsuits is remote. However,
should the outcome of any of these actions be unfavorable, the Company may be
required to pay damages and other expenses, which could have a material adverse
effect on the Company's financial position.
LIQUIDITY AND CAPITAL RESOURCES:
---------------------------------
The Company's financial condition remained strong throughout the first half
of 1995. Cash, cash equivalents and short-term investments totaled $175.5
million at July 3, 1995, a decrease of $17.7 million compared to the end of
1994. The decrease in cash, cash equivalents and short-term investments is
primarily due the purchase of capital equipment. During the first six months
of 1995, the Company purchased $94.8 million in capital, primarily to increase
capacity in the Company's production fabrication facilities. The Company
increased its capital expenditures during the second quarter of 1995 in order
bring its new fab (Fab IV) in Minnesota into production in the third quarter.
In 1994, the Company entered into two operating lease agreements with respect
to its office and manufacturing facilities in San Jose and Minnesota. These
agreements require quarterly payments which vary based on the London interbank
offering rate (LIBOR). Both leases provide the Company with the option of
either acquiring the properties at their original cost or arranging for the
property to be acquired at the end of the respective lease terms. The Company
must maintain a specific level of restricted cash or investments to serve as
collateral for these leases and maintain compliance with certain financial
covenants. In the first half of 1995, the Company added $9.8 million to the
restricted investments, bringing the total to $28.3 million.
In May 1995, the U.S. District Court in Dallas, Texas delivered a verdict of
$17.8 million against the Company in a patent infringement lawsuit filed by
Texas Instruments. No payment will be made until judgement is final.
The Company may continue its stock repurchase plan in the future. As of July
3, 1995, 4,813,000 shares have been repurchased under the current plan and
there are a total of approximately 600,000 authorized shares remaining to be
purchased. The Company will utilize a portion of the repurchased shares for
issuance in connection with the Company's stock programs.
While the Company plans to fund working capital requirements through existing
capital resources and internally generated cash flow, the Company may, based
upon favorable market conditions, choose to raise additional capital through
the issuance of equity or debt securities of the Company. The Company may also
from time to time consider using available funds to acquire complementary
technologies and businesses.
11
<PAGE>12
PART II - OTHER INFORMATION
ITEM 1. The information required by this item is included in Part I in Note 4
of Notes to the Condensed Consolidated Financial Statements.
ITEM 4. Stockholders' Meeting
On April 20, 1995, at the Company's Annual Meeting of Stockholders' the
nominated slate of directors was elected, the amendment to the Company's
Employee Qualified Stock Purchase Plan was approved and the appointment of the
independent accountants was ratified. The results of the votes were as
follows:
(1) Approval of Directors:
Total Votes
Total Votes For Withheld From
Each Director Each Director
--------------- ---------------
T.J. Rodgers 33,770,183 255,838
Pierre Lamond 33,967,765 58,256
Fred Bialek 33,146,940 879,081
Eric Benhamou 33,961,849 64,172
Jack L. Lewis 33,961,859 64,162
(2) Approve the Amendment to the Company's Employee Qualified Stock
Purchase Plan to increase by 1,000,000 shares, the number of shares
reserved for issuance:
For 32,297,247 Against 1,654,608 Abstain 74,166
(3) Ratification of the Appointment of Independent Accountants:
For 33,934,570 Against 41,750 Abstain 49,701
ITEM 6:
(a) Exhibit - 11.1 "Computation of Net Income Per Share and Dilutive
Common Share Equivalents"
(b) Reports on Form 8-K - None
12
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<TABLE>
CYPRESS SEMICONDUCTOR CORPORATION
EXHIBIT 11.1
COMPUTATION OF NET INCOME PER COMMON SHARE AND DILUTIVE
COMMON SHARE EQUIVALENTS
(In thousands, except per share data)
(Unaudited)
<CAPTION>
Three Months Ended Six Months Ended
---------------------- ----------------------
Jul. 3, Jul. 4, Jul. 3, Jul. 4,
1995 1994 1995 1994
---------- ---------- ---------- ----------
<S> <C> <C> <C> <C>
PRIMARY:
----------------------------
Weighted average number of
common shares outstanding 40,607 37,448 40,020 37,144
Common share equivalents:
Dilutive effect of
outstanding stock options 4,172 3,067 4,175 3,264
---------- ---------- ---------- ----------
Weighted average number of
common shares and dilutive
common share equivalents
outstanding 44,779 40,515 44,195 40,408
========== ========== ========== ==========
Net income used in per share
computation $ 25,602 $ 11,571 $ 34,707 $ 21,096
========== ========== ========== ==========
Net income per common and
common equivalent share $ 0.57 $ 0.29 $ 0.79 $ 0.52
========== ========== ========== ==========
FULLY DILUTED:
----------------------------
Weighted average number of
common shares outstanding 40,607 -- 40,020 --
Common share equivalents:
Dilutive effect of
outstanding stock options 4,545 -- 4,473 --
Shares issuable upon
conversion of convertible
subordinated notes 3,970 -- 3,970 --
---------- ---------- ---------- ----------
Weighted average number of
common shares and dilutive
common share equivalents
outstanding 49,122 -- 48,463 --
========== ========== ========== ==========
13
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CYPRESS SEMICONDUCTOR CORPORATION
EXHIBIT 11.1
COMPUTATION OF NET INCOME PER COMMON SHARE AND DILUTIVE
COMMON SHARE EQUIVALENTS (Continued)
(In thousands, except per share data)
(Unaudited)
<CAPTION>
Three Months Ended Six Months Ended
---------------------- ----------------------
Jul. 3, Jul. 4, Jul. 3, Jul. 4,
1995 1994 1995 1994
---------- ---------- ---------- ----------
<S> <C> <C> <C> <C>
Net income used in per share
computation $ 26,505 $ -- $ 36,503 $ --
========== ========== ========== ==========
Net income per common and
common equivalent share $ 0.54 $ -- $ 0.75 $ --
========== ========== ========== ==========
</TABLE>
14
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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.
CYPRESS SEMICONDUCTOR CORPORATION
Date: August 16, 1995 /s/ T.J. Rodgers
----------------------- ---------------------------------
T.J. Rodgers
President and Chief Executive
Officer
/s/ Emmanuel Hernandez
---------------------------------
Emmanuel Hernandez
Vice President, Finance and
Administration and Chief Financial
Officer
15
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND> THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM
THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE QUARTER AND SIX MONTH
PERIODS ENDED JULY 3, 1995.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C> <C>
<PERIOD-TYPE> 3-MOS 6-MOS
<FISCAL-YEAR-END> JAN-01-1996 JAN-01-1996
<PERIOD-START> APR-04-1995 JAN-03-1995
<PERIOD-END> JUL-03-1995 JUL-03-1995
<CASH> 2,257 2,257
<SECURITIES> 173,284 173,284
<RECEIVABLES> 82,236 82,236
<ALLOWANCES> 1,501 1,501
<INVENTORY> 28,837 28,837
<CURRENT-ASSETS> 315,791 315,791
<PP&E> 471,076 471,076
<DEPRECIATION> 199,359 199,359
<TOTAL-ASSETS> 646,008 646,008
<CURRENT-LIABILITIES> 123,514 123,514
<BONDS> 94,750 94,750
<COMMON> 462 462
0 0
0 0
<OTHER-SE> 409,715 409,715
<TOTAL-LIABILITY-AND-EQUITY> 646,008 646,008
<SALES> 134,273 257,638
<TOTAL-REVENUES> 134,273 257,638
<CGS> 60,899 121,733
<TOTAL-COSTS> 60,899 121,733
<OTHER-EXPENSES> 16,392 32,063
<LOSS-PROVISION> 0 0
<INTEREST-EXPENSE> 1,415 3,148
<INCOME-PRETAX> 40,316 54,655
<INCOME-TAX> 14,714 19,948
<INCOME-CONTINUING> 25,602 34,707
<DISCONTINUED> 0 0
<EXTRAORDINARY> 0 0
<CHANGES> 0 0
<NET-INCOME> 25,602 34,707
<EPS-PRIMARY> 0.57 0.79
<EPS-DILUTED> 0.54 0.75
</TABLE>