<PAGE>
FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
(Mark One)
(X) Quarterly Report pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
For the quarterly period ended March 29, 1997
--------------
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 1-11720
-------
ADVO, Inc.
------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 06-0885252
------------------------------- ---------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
One Univac Lane, P.O. Box 755, Windsor, CT 06095-0755
- ------------------------------------------ ---------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number including area code: (860) 285-6100
----------------
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 _____
-----
As of April 26, 1997 there were 24,458,571 shares of common stock
outstanding.
<PAGE>
ADVO, Inc.
Index to Quarterly Report
on Form 10-Q
Quarter Ended March 29, 1997
<TABLE>
<CAPTION>
Part I - Financial Information Page
------------------------------ ----
<S> <C>
Item 1. Financial Statements (Unaudited).
Consolidated balance sheets -
March 29, 1997 and September 28, 1996. 2
Consolidated statements of operations -
Six months and three months ended
March 29, 1997 and March 30, 1996. 3
Consolidated statements of cash flows -
Six months ended March 29, 1997
and March 30, 1996. 4
Notes to consolidated financial statements. 5
Item 2. Management's Discussion and Analysis
of Financial Condition and Results of
Operations. 6
<CAPTION>
Part II - Other Information
---------------------------
<S> <C>
Item 5. Other Information 9
Item 6. Exhibits and Reports on Form 8-K. 9
Signatures 10
</TABLE>
<PAGE>
ADVO, Inc.
CONSOLIDATED BALANCE SHEETS (Unaudited)
(In thousands, except share data)
<TABLE>
<CAPTION>
March 29, September 28,
ASSETS 1997 1996
----------- --------------
<S> <C> <C>
Current assets:
Cash and cash equivalents (1) $ 10,718 $ 13,303
Accounts receivable, net 64,435 62,668
Inventories 6,883 7,518
Prepaid expenses and other current assets 3,704 4,512
Deferred income taxes 15,987 15,839
--------- ---------
Total current assets 101,727 103,840
Property, plant and equipment 153,862 142,029
Less accumulated depreciation and amortization (83,752) (77,854)
Net property, plant and equipment 70,110 64,175
Other assets 16,698 17,111
--------- ---------
TOTAL ASSETS $ 188,535 $ 185,126
========= =========
LIABILITIES
Current liabilities:
Current portion of long-term debt $ 7,623 $ 7,225
Accounts payable 35,579 37,868
Accrued compensation and benefits 23,882 22,892
Other current liabilities 36,036 32,094
--------- ---------
Total current liabilities 103,120 100,079
Long-term debt 150,797 161,125
Deferred income taxes 7,104 6,618
Other liabilities 2,584 2,509
STOCKHOLDERS' DEFICIENCY
Series A Convertible preferred stock,
$.01 par value (Authorized 5,000,000
shares, none issued) -- --
Common stock, $.01 par value (Authorized
40,000,000 shares, issued 28,306,092
and 27,900,756 shares, respectively) 283 279
Additional paid-in capital 162,531 160,704
Accumulated deficit (173,130) (181,914)
--------- ---------
(10,316) (20,931)
Less common stock held in
treasury, at cost (64,754) (64,274)
--------- ---------
Total stockholders' deficiency (75,070) (85,205)
--------- ---------
TOTAL LIABILITIES & STOCKHOLDERS'
DEFICIENCY $ 188,535 $ 185,126
========= =========
</TABLE>
(1) Includes cash and cash equivalents invested with related party of $1,012,000
at March 29, 1997 and $5,362,000 at September 28, 1996.
See Accompanying Notes.
-2-
<PAGE>
ADVO, Inc.
CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)
(In thousands, except per share data)
<TABLE>
<CAPTION>
Six months ended Three months ended
---------------------- ------------------------
March 29, March 30, March 29, March 30,
1997 1996 1997 1996
--------- --------- --------- ---------
<S> <C> <C> <C> <C>
Revenues $497,625 $488,523 $242,494 $232,010
Costs and expenses:
Cost of sales 376,612 385,317 184,275 185,358
Selling, general and
administrative 97,370 91,243 49,386 44,175
Nonrecurring charges -- 12,082 -- 12,082
Provision for bad debts 1,682 2,420 875 1,217
Gain on sale of business line -- (2,687) -- --
-------- -------- -------- --------
Operating income (loss) 21,961 148 7,958 (10,822)
Interest expense 7,580 1,354 3,717 1,354
Interest income-Related Party 239 960 112 444
Interest income-Other 98 50 78 40
Other expense 324 239 172 121
-------- -------- -------- --------
Income (loss) before income taxes 14,394 (435) 4,259 (11,813)
Provision (benefit) for income taxes 5,614 (297) 1,661 (4,657)
-------- -------- -------- --------
Income (loss) from continuing operations 8,780 (138) 2,598 (7,156)
Loss on disposal of discontinued
operations, net of tax -- (8,199) -- (7,218)
-------- -------- -------- --------
Net income (loss) $ 8,780 $ (8,337) $ 2,598 $(14,374)
======== ======== ======== ========
Earnings (loss) from continuing $ .36 $ (.01) $ .11 $ (.32)
operations
Loss on disposal of discontinued
operations, net of tax -- (.38) -- (.32)
-------- -------- -------- --------
Earnings (loss) per share $ .36 $ (.39) $.11 $ (.64)
======== ======== ======== ========
Cash dividends declared per share $ -- $ 10.025 $ -- $ 10.000
Weighted average common and
common equivalent shares 24,617 21,570 24,641 22,368
</TABLE>
See Accompanying Notes.
-3-
<PAGE>
ADVO, Inc.
CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)
(In thousands)
<TABLE>
<CAPTION>
Six months ended
------------------------------------
March 29, March 30,
1997 1996
------------ ----------
<S> <C> <C>
Net cash provided (used) by continuing operating activities $ 20,015 $ (2,166)
Cash flows from continuing investing activities:
Acquisition of property, plant and equipment (13,884) (7,786)
Proceeds from disposals of property and equipment 14 5
Proceeds from sale of business line -- 742
Sales and maturities of available-for-sale
securities -- 80,482
Purchases of available-for-sale securities -- (49,604)
---------- ---------
Net cash (used) provided by continuing investing activities (13,870) 23,839
Cash flows from continuing financing activities:
Proceeds from long-term borrowings - term loans -- 155,000
Payments on long-term borrowings - term loans (13,930) --
Revolving line of credit - net 4,000 30,000
Tax effect - employee stock plans 249 3,717
Proceeds from the exercise of warrants -- 7,200
Proceeds from exercise of stock options 1,934 2,021
Purchases of common stock for treasury (986) (740)
Other 3 5
Cash dividends paid -- (240,613)
---------- ---------
Net cash used by continuing financing activities (8,730) (43,410)
---------- ---------
Net cash provided by discontinued operations -- 5,648
---------- ---------
Decrease in cash and cash equivalents (2,585) (16,089)
Cash and cash equivalents at beginning of period 13,303 23,849
---------- ---------
Cash and cash equivalents at end of period $ 10,718 $ 7,760
========== =========
</TABLE>
Excluded from the consolidated statements of cash flows was the effect of a
certain noncash activity in which the Company received a note for $3.5 million
in conjunction with the sale of MidCoast Press during the first quarter of
fiscal 1996.
See Accompanying Notes.
-4-
<PAGE>
ADVO, Inc.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
1. 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 month and six month periods
ended March 29, 1997 are not necessarily indicative of the results that may be
expected for the fiscal year ending September 27, 1997. For further
information, refer to the consolidated financial statements and footnotes
thereto included in ADVO's annual report on Form 10-K for the fiscal year ended
September 28, 1996. Certain reclassifications have been made in the fiscal 1996
financial statements to conform with the fiscal 1997 presentation.
2. FINANCING ARRANGEMENTS
Included as long-term debt at September 28, 1996 was approximately $11 million
in excess cash flow payments, as defined by the credit agreement. During the
first quarter of fiscal 1997, this amount was paid and applied toward the term
loans. The Company paid these funds through use of available revolving line of
credit commitments which had been classified as long-term at September 28, 1996.
3. RECENT ACCOUNTING PRONOUNCEMENTS
In February of 1997, the Financial Accounting Standards Board issued Statement
of Financial Accounting Standards No. 128, "Earnings Per Share". The Statement
establishes standards for computing and presenting earnings per share ("EPS").
This Statement simplifies the standards for computing EPS previously found in
APB Opinion No. 15, "Earnings Per Share", and makes them comparable to
international EPS standards. The statement requires the presentation of basic
and diluted EPS. Basic EPS excludes common stock equivalents, such as stock
options, and is computed by dividing earnings by the weighted average number of
common shares outstanding for the period. Diluted EPS reflects the potential
dilution that could occur if common stock equivalents, such as stock options,
were exercised. The Company will adopt this Statement in the first quarter of
fiscal 1998 and expects that there will not be a material dilution to the
Company's earnings per share as a result of the adoption, based on the current
market price of the stock and the number of outstanding common stock
equivalents. If the market price and\or the number of common stock equivalents
were to increase, the diluted EPS could be significantly impacted.
-5-
<PAGE>
ADVO, Inc.
Management's Discussion and Analysis of
Financial Condition and Results of Operations
This section should be read in conjunction with the consolidated financial
statements of the Company and the notes thereto. Except for the historical
information stated herein, the matters discussed in this Management's Discussion
and Analysis of Financial Condition and Results of Operations contain forward
looking statements within the meaning of Section 21E of the Securities Exchange
Act of 1934, as amended. Such forward looking statements are accompanied by
cautionary factors which could cause the Company's actual results to differ
materially from those in the forward looking statements. The cautionary factors
presented should not be construed as exhaustive.
RESULTS OF OPERATIONS
- ---------------------
Revenues for the second quarter of fiscal 1997 increased $10.5 million or 4.5%
from the second quarter of the prior year. Normalizing for the strategic
decision to eliminate the Company's second in-home date programs in Texas,
revenues would have increased 6.3%. Volume gains, offset to a degree by
declines in product weights, contributed to the revenue increase for the second
quarter of fiscal 1997 compared to the second quarter of fiscal 1996. The
increase in volume was reflective of the substantial growth in pieces per
package which rose 9.8% to 8.32 pieces for the three months ended March 29,
1997.
Fiscal 1997 year to date revenues increased 1.9% or $9.1 million to $497.6
million when compared to the same period of the prior year. Year to date
volume gains were offset by shifts in product mix and weights. The year to date
gains were primarily reflective of the 9.4% increase in pieces per package to
8.39 pieces. These gains were offset by the decline in product weights
associated with the Company's preprint customers, coupled with the Company's
strategic exit of the second in-home date programs in Texas. Adjusting for the
sale of MidCoast Press, which took place in the first quarter of fiscal 1996,
the exit of the Company's second in-home date programs, as well as unprofitable
client segments, revenues would have increased 4.7%. Total packages mailed
decreased 3.4% to 1,547.4 million, mainly due to the discontinuation of the
second in-home date program and the closing of unprofitable markets.
As a percentage of revenues, cost of sales decreased 3.9% to 76.0% for the three
month period ended March 29, 1997 and 3.2% to 75.7% for the first six months of
fiscal 1997 when compared to the prior periods of fiscal 1996. In absolute
terms, cost of sales decreased $1.1 million and $8.7 million, respectively, for
the current quarter and year to date period over the comparable periods of the
prior year. Postage costs and, to a lesser extent, print and paper costs
contributed to the decline in cost of sales for both the three and six month
periods. The postal reclassification implemented by the United States Postal
Service in July 1996 and the decline in preprint product weights contributed to
the decrease in postage costs. Offsetting these decreases were postage costs
associated with the volume growth, as demonstrated by the 6.9% increase in total
shared mail pieces distributed to approximately 6.5 billion pieces for the
second quarter of fiscal 1997 and the 5.6% increase to approximately 13.0
billion pieces experienced on a year to date basis. Print and paper costs
decreased as a result of lower paper prices as well as lower turnkey volume.
Selling expense, including the provision for bad debts, as a percentage of
revenue remained constant at approximately 13.9% for the second quarters of both
fiscal 1997 and fiscal 1996 and increased slightly from 13.1% to 13.8% of
revenues for the six months ended March 29, 1997 when compared to the six months
ended March 30, 1996. In terms of dollars, selling expense increased $1.5
million and $4.7 million, respectively, for the three and six month periods when
compared to the same periods of the prior year. The realignment of the sales
organization associated with the Company's re-engineering efforts during fiscal
1996 resulted in the increased selling expense during the current year.
General and administrative costs, as a percentage of revenue, were 6.8% for the
quarter ended March 29, 1997 versus 5.6% of revenue for the comparable period of
the prior year. In absolute terms, general and administrative cost increased
$3.4 million to $16.4 million when compared to the same period in the previous
fiscal year. The continued cost saving associated with the Company's re-
engineering efforts were offset by increases in severance and other
-6-
<PAGE>
compensation related expenses. Year to date, fiscal 1997 costs compared to
fiscal 1996 costs increased $0.7 million in absolute terms and remained constant
at approximately 6.0% of revenues.
In the prior year, the Company obtained credit facilities totaling $250 million
as a result of the payment of a special $10 per share dividend (the "Special
Dividend"). In connection with the declaration of the Special Dividend, the
Company recorded $12.1 million in nonrecurring charges in the second quarter of
fiscal 1996. These charges were comprised of $8.8 million in noncash
compensation expense, as a result of equitable adjustments to outstanding
employee stock options, and $3.3 million in legal and various other fees
associated with the Special Dividend and the Company's exploration of its
strategic alternatives related to enhancing shareholder value.
As a result of the aforementioned, operating income increased $18.8 million to
$8.0 million for the three months ended March 29, 1997 and increased $21.8
million to $22.0 million for the first six months of fiscal 1997 from the
comparable periods in the prior year. Adjusting for the $2.7 million pretax
gain related to the sale of MidCoast Press during the first quarter of the prior
year and the $12.1 million in non-recurring charges during the second quarter of
the prior year, operating income would have increased $12.4 million on a year to
date basis.
Interest expense relating to the credit facilities, obtained during the second
quarter of fiscal 1996, totaled $3.7 million and $7.6 million, respectively,
for the three and six month periods ended March 29, 1997. In the prior year, at
the onset of the credit facilities, interest expense total $1.4 million for both
the quarter and year to date.
Interest income in fiscal 1996 related to available-for-sale securities which
were subsequently sold at the time of the Special Dividend payment.
The effective income tax rate from continuing operations for the three months
ended March 29, 1997 and March 30, 1996 was approximately 39% , resulting in a
tax provision in 1997 and a tax benefit in 1996. The effective rate for the
first half of fiscal 1997 was approximately 39%. For the same period in the
prior year the effective tax rate was 68% due to the significant losses caused
by the nonrecurring charges.
Earnings per share from continuing operations for fiscal 1997 three and six
month periods were $.11 and $.36, respectively. Losses per share for the
comparable periods in fiscal 1996 were $.32 and $.01, respectively, and were a
result of the loss incurred by the Company due to the $12.1 million in
nonrecurring charges. Common share equivalents were excluded from the fiscal
1996 weighted average shares since their effect was anti-dilutive.
FINANCIAL CONDITION
- -------------------
The working capital ratio declined slightly to approximately .99 at March 29,
1997 from 1.04 at September 28, 1996. Current liabilities increased
approximately $3.0 million related primarily to increases in federal and state
taxes payable associated with the Company's improved year to date earnings.
These liability increases, coupled with a $2.1 million decrease in current
assets, mainly attributable to a decline in cash, caused the decline in working
capital.
Total stockholders' deficiency decreased $10.1 million to a net deficiency of
$75.1 million as of March 29, 1997. The decrease was mainly the result of the
fiscal 1997 year to date net income of $8.8 million.
LIQUIDITY
- ---------
The Company relies on funds generated from continuing operations to support
ongoing operating activities. In addition, the Company has $76.0 million in
available credit commitments which may be used to fund working capital. Cash
flows provided by continuing operating activities increased $22.2 million for
the six month period ended March 29, 1997 as compared to the same period of the
prior year. Improved current year earnings and related tax accruals accounted
for a majority of the improvement.
-7-
<PAGE>
Cash provided by operating activities of $20.0 million was offset by cash
outlays associated with investing and financing activities resulting in an
overall decrease in cash and cash equivalents of $2.6 million. These decreases
were the result of capital expenditures totaling $13.9 million for the continued
roll out of laptop computers to the Company's sales force and the development of
financial and operational software, in addition to $9.9 million in debt
repayments, net of reborrowings.
FINANCING ARRANGEMENTS
- ----------------------
During March of 1996 the Company entered into a credit agreement which provided
for total credit facilities of $250 million, consisting of $155 million in term
loans and a $95 million reducing revolving line of credit. At March 29, 1997
there was $158.4 million of debt outstanding, with $7.6 million classified as
current. The Company anticipates it will be able to meet its long-term debt
obligations through funds generated from operations. During April of 1997, the
Company had additional net borrowings of $5.0 million under the revolving line
of credit.
Under the terms of the credit agreement, the Company is required to maintain
certain financial ratios. In addition, the credit agreement also places
restrictions on disposals of assets, mergers and acquisitions, dividend
payments, investments and additional debt. The Company was in compliance with
all applicable covenants as of March 29, 1997.
FORWARD LOOKING STATEMENTS
- --------------------------
The forward looking statements contained in this filing are subject to many
uncertainties in the Company's operations and business environment. Examples of
such uncertainties include changes in customer demand, postal and paper prices,
the realization of benefits associated with the Company's reengineering
initiative, the impact of the recent postal reclassification, and other general
economic factors.
-8-
<PAGE>
PART II - OTHER INFORMATION
Item 5. Other Information
-----------------
On April 29, 1997 the Board of Directors of ADVO, Inc. approved the purchase by
the Company of up to 2 million shares of the Company's common stock. The
purchase will be made from time to time within the next 12 months at prevailing
market prices, either in the open market, in private transactions, or otherwise,
for corporate purposes.
Robert Kamerschen, Chairman and Chief Executive Officer of the Company, said
that ADVO is undertaking the program because the Company believes that its stock
is undervalued at current market prices and thus is a good investment. He also
said that the Company has no specific plans regarding the use of the shares to
be purchased.
Item 6. Exhibits and Reports on Form 8-K
--------------------------------
(a) Exhibit Index
Exhibit No. Exhibits
----------- --------
11 Statement re computation of per share
earnings.
27 Financial Data Schedule.
(b) Reports on Form 8-K
-------------------
No report on Form 8-K was filed by the Company with respect to the
quarter ended March 29, 1997.
________________________________________________________________________________
Omitted from this Part II are items which are inapplicable or to which the
answer is negative for the period covered.
-9-
<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.
ADVO, Inc.
Date: May 9, 1997 By: /s/ ROBERT S. HIRST
----------- ----------------------------
Robert S. Hirst
Vice President and Controller
(Principal Accounting Officer)
-10-
<PAGE>
Exhibit 11
----------
Page 1 of 2
ADVO, Inc.
COMPUTATION OF PRIMARY PER SHARE EARNINGS (LOSS)
(In thousands, except per share data)
<TABLE>
<CAPTION>
Six months ended Three months ended
--------------------------- ---------------------------
March 29, March 30, March 29, March 30,
1997 1996 1997 1996
--------- --------- --------- ---------
<S> <C> <C> <C> <C>
EARNINGS (LOSS) APPLICABLE TO
COMMON STOCK $ 8,780 $ (8,337) $ 2,598 $ (14,374)
========= ======== ========= =========
AVERAGE COMMON AND COMMON
EQUIVALENT SHARES
Average common shares outstanding 24,283 21,570 24,345 22,368
Assumed conversion or exercise of:
Stock Options 322 -- 283 --
Restricted Stock 12 -- 13 --
--------- --------- --------- ---------
Weighted average common and common
equivalent shares (1) 24,617 21,570 24,641 22,368
========= ======== ========= =========
EARNINGS (LOSS) PER COMMON AND
COMMON EQUIVALENT SHARE $ .36 $ (.39) $ .11 $ (.64)
========= ======== ========= =========
</TABLE>
(1) Weighted average common and common equivalent shares for the three and six
months ended March 30, 1996 exclude the conversion of common stock equivalents
because their effect would be anti-dilutive.
<PAGE>
Exhibit 11
----------
Page 2 of 2
ADVO, Inc.
COMPUTATION OF FULLY DILUTED PER SHARE EARNINGS (LOSS)
(In thousands, except per share data)
<TABLE>
<CAPTION>
Six months ended Three months ended
--------------------------- ---------------------------
March 29, March 30, March 29, March 30,
1997 1996 1997 1996
--------- --------- --------- ---------
<S> <C> <C> <C> <C>
EARNINGS (LOSS) APPLICABLE TO
FULLY DILUTED SHARES $ 8,780 $ (8,337) $ 2,598 $ (14,374)
========= ======== ========= =========
FULLY DILUTED SHARES
Average common shares outstanding 24,283 21,570 24,345 22,368
Assumed conversion or exercise of:
Stock Options 322 -- 283 --
Restricted Stock 12 -- 16 --
---------- -------- --------- ---------
FULLY DILUTED SHARES (1) 24,617 21,570 24,644 22,368
========= ======== ========= =========
EARNINGS (LOSS) PER SHARE
ASSUMING FULL DILUTION $ .36 $ (.39) $ .11 $ (.64)
========= ======== ========= =========
</TABLE>
(1) Weighted average common and common equivalent shares for the three and six
months ended March 30, 1996 exclude the conversion of common stock equivalents
because their effect would be anti-dilutive.
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM ADVO, INC'S
FORM 10Q FOR THE QUARTER ENDED MARCH 29, 1997 AND IS QUALIFIED IN ITS ENTIRETY
BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> SEP-27-1997
<PERIOD-START> SEP-29-1996
<PERIOD-END> MAR-29-1997
<CASH> 10,718
<SECURITIES> 0
<RECEIVABLES> 69,102
<ALLOWANCES> 4,667
<INVENTORY> 6,883
<CURRENT-ASSETS> 101,727
<PP&E> 153,862
<DEPRECIATION> (83,752)
<TOTAL-ASSETS> 188,535
<CURRENT-LIABILITIES> 103,120
<BONDS> 0
0
0
<COMMON> 283
<OTHER-SE> (75,353)
<TOTAL-LIABILITY-AND-EQUITY> 188,535
<SALES> 0
<TOTAL-REVENUES> 497,625
<CGS> 0
<TOTAL-COSTS> 376,612
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 1,682
<INTEREST-EXPENSE> 7,580
<INCOME-PRETAX> 14,394
<INCOME-TAX> 5,614
<INCOME-CONTINUING> 8,780
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 8,780
<EPS-PRIMARY> .36
<EPS-DILUTED> .36
</TABLE>
