UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
[ X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended April 1, 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 1-10095
DELTA WOODSIDE INDUSTRIES, INC.
(Exact name of registrant as specified in its charter)
SOUTH CAROLINA 57-0535180
(State or other jurisdiction of (I.R.S. Employer
Incorporation or organization) Identification No.)
233 North Main Street
Hammond Square, Suite 200
Greenville, South Carolina 29601
(Address of principal executive offices) (Zip Code)
803/232-8301
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 .
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.
Common Stock, $.01 Par Value-- 24,355,078 shares as of May 10, 1995.
INDEX
DELTA WOODSIDE INDUSTRIES, INC.
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements (Unaudited)
Page
Condensed consolidated balance sheets--
April 1, 1995 and July 2, 1994 3-4
Condensed consolidated statements of income --
Three and nine months ended April 1, 1995 and
April 2, 1994. 5
Condensed consolidated statements of cash
flows-- Nine months ended April 1, 1995
and April 2, 1994. 6
Notes to condensed consolidated financial
statements--April 1, 1995 7
Item 2. Management's Discussion and Analysis of
Results of Operations and Financial
Condition 8-10
Part II. OTHER INFORMATION
Item 1. Legal Proceedings 11
Item 2. Changes in Securities 11
Item 3. Defaults upon Senior Securities 11
Item 4. Submission of Matters to a Vote of Security
Holders 11
Item 5. Other Information 11
Item 6. Exhibits and Reports on Form 8-K 11
SIGNATURES 12
PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
DELTA WOODSIDE INDUSTRIES, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
April 1, July 2,
1995 1994
(Unaudited)
(In thousands)
ASSETS
CURRENT ASSETS
Cash and cash equivalents $ 1,022 $ 2,077
Accounts receivable:
Factor 44,894 55,440
Trade 72,190 64,921
117,084 120,361
Less allowances for doubtful
accounts and returns 3,123 3,275
113,961 117,086
Inventories
Finished goods 139,249 112,101
Work in process 66,104 69,402
Raw materials and supplies 26,561 22,300
231,914 203,803
Prepaid and other current assets 2,615 1,942
Deferred income taxes 15,153 12,028
TOTAL CURRENT ASSETS 364,665 336,936
PROPERTY, PLANT AND EQUIPMENT
Cost 298,524 279,813
Less accumulated depreciation 105,720 89,782
192,804 190,031
EXCESS OF COST OVER ASSIGNED VALUE OF NET
ASSETS ACQUIRED 27,529 28,164
OTHER ASSETS 11,522 11,872
$596,520 $567,003
DELTA WOODSIDE INDUSTRIES, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS--Continued
April 1, July 2,
1995 1994
(Unaudited)
(In thousands)
LIABILITIES AND SHAREHOLDERS'
EQUITY
CURRENT LIABILITIES
Trade accounts payable $ 41,127 $ 46,712
Accrued and sundry liabilities 43,476 48,274
TOTAL CURRENT LIABILITIES 84,603 94,986
LONG-TERM DEBT, less current portion 199,099 161,948
DEFERRED INCOME TAXES AND OTHER
LIABILITIES 28,938 25,192
SHAREHOLDERS' EQUITY
Common Stock, par value $.01--
authorized 50,000,000 shares, issued
and outstanding 24,325,000 shares
at April 1, 1995 and 24,246,000
shares at July 2, 1994 243 242
Additional paid-in capital 162,930 162,114
Retained earnings 120,707 122,521
283,880 284,877
$596,520 $567,003
See notes to condensed consolidated financial statements
DELTA WOODSIDE INDUSTRIES, INC.
CONDENSED CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED)
Three Months Ended Nine Months Ended
April 1, April 2, April 1, April 2,
1995 1994 1995 1994
(In thousands, except per share data)
data)
Net sales $ 150,894 $ 155,194 $ 434,689 $ 450,964
Cost of goods sold 127,138 127,038 363,873 380,450
Gross profit on sales 23,756 28,156 70,816 70,514
Selling, general and
administrative expenses 18,572 20,008 55,195 62,641
Litigation charge (credit) (5,904) 27,096
Restructuring charge
(credit) (559) (533) 12,101
5,184 14,611 16,174 (31,324)
Other expense (income):
Interest expense 3,885 2,346 10,009 6,195
Interest income
and other (234) (1,029) (2,742) (2,101)
3,651 1,317 7,267 4,094
INCOME (LOSS) BEFORE
INCOME TAXES 1,533 13,294 8,907 (35,418)
Income taxes (benefit) 590 6,713 3,429 (11,798)
NET INCOME (LOSS)$ 943 $ 6,581 5,478 $ (23,620)
Net income per share $ .04 $ .27 $ .23 $ (.96)
Dividends per share of
common stock $ .10 $ .10 $ .30 $ .30
Weighted average shares
outstanding 24,316 24,240 24,304 24,651
See notes to condensed consolidated financial statements
DELTA WOODSIDE INDUSTRIES, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
Nine Months Ended
April 1, April 2,
1995 1994
(In thousands)
OPERATING ACTIVITIES
Net income (loss) $ 5,478 $ (23,620)
Depreciation 17,167 13,977
Amortization 1,636 1,282
Other (3,106) (548)
Changes in operating assets and
liabilities (30,338) 13,115
NET CASH PROVIDED (USED) BY OPERATING
ACTIVITIES (9,163) 4,206
INVESTING ACTIVITIES
Acquisition of business net
of cash acquired (1,600)
Property, plant and equipment
purchases (21,883) (22,102)
Other 1,137 (355)
NET CASH (USED) BY INVESTING ACTIVITIES (20,746) (24,057)
FINANCING ACTIVITIES
Net proceeds from short-term line
of credit 28,688
Proceeds from revolving line of credit 238,792 33,000
Principal payments on revolving line
of credit (201,446) (11,000)
Scheduled principal payments of long-term
debt and capital lease obligations (756) (1,424)
Repurchase of Common Stock (25,312)
Dividends paid (7,292) (7,361)
Other (444) 110
NET CASH PROVIDED BY FINANCING ACTIVITIES 28,854 16,701
INCREASE (DECREASE) IN CASH AND CASH
EQUIVALENTS (1,055) (3,150)
Cash and cash equivalents at beginning
of period 2,077 3,730
CASH AND CASH EQUIVALENTS AT END 1,022 $ 580
OF PERIOD
See notes to condensed consolidated financial statements
DELTA WOODSIDE INDUSTRIES, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
April 1, 1995
NOTE A--BASIS OF PRESENTATION
The accompanying unaudited condensed consolidated financial statements of Delta
Woodside Industries, Inc. ("the Company") 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 only normal
recurring accruals) considered necessary for a fair presentation have been
included. Operating results for the three and nine months ended April 1, 1995
are not necessarily indicative of the results that may be expected for the year
ending July 1, 1995. 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 July 2, 1994.
NOTE B--LITIGATION AND RESTRUCTURING CHARGES
During fiscal 1994 the Company recognized certain litigation and restructuring
charges which are described in Note J of the Company's annual report for the
fiscal year 1994.
During the third quarter of fiscal 1995 the Alabama Supreme Court further
reduced the jury verdict in the case of three former independent sales
representatives of the Company by $3,500,000. The Company has elected to retain
the reserves associated with this reduction to cover legal and other expenses
associated with ongoing judicial review proceedings.
NOTE C--DEBT
On May 15, 1995 the Company obtained a waiver from its lenders respecting the
ratio of adjusted pretax income to interest expense for the quarter ended April
1, 1995. Each quarter the Company is required to maintain a ratio not less than
2.5 to 1.
NOTE D--OTHER
In the first quarter of fiscal 1995 the Company recognized certain life
insurance proceeds which resulted in a pretax gain of $2,204,000.
During the first six months of fiscal 1994 the Company repurchased 2.3 million
shares of its Common Stock for $25.3 million.
Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS
AND FINANCIAL CONDITION
Net sales for the fiscal quarter ended April 1, 1995 were $150,894,000, a
decrease of 3% as compared to $155,194,000 in the prior year's third quarter
during which the Company's discontinued Harper Brothers business had sales of
$6,059,000. Net income for the third 1995 fiscal quarter was $943,000 as
compared to net income of $6,581,000 for the third quarter of fiscal 1994. On a
per share basis, earnings in the third quarter of the current fiscal year were
$.04 per share on the 24,316,000 average shares outstanding, as compared with
earnings of $.27 per share on the 24,240,000 average shares outstanding in the
third quarter of fiscal 1994. Results for the third quarter of fiscal 1994
included a pre-tax credit to income of $6,204,000 from a reduction by the
Alabama trial court of a jury verdict in the case of three former independent
sales representatives against a subsidiary of the Company (the "Alabama
Litigation"). Without this credit, net income would have been approximately
$3,730,000, or $.15 per share in the third quarter of fiscal 1994. During the
most recent quarter, the Alabama State Supreme Court further reduced the jury
verdict referred to above by $3.5 million. The Company believes that the
remaining award is unjust and unsupported by the facts, and intends to pursue
all available remedies. The $3.5 million has been retained in the Company's
litigation reserve instead of being reported as pre-tax profit.
Net sales for the nine months ended April 1, 1995 were $434,689,000 as compared
to $450,964,000 for the nine months ended April 2, 1994. Sales of the Company's
discontinued Harper Brothers operation were $17,498,000 for the nine months
ended April 2, 1994. Net income for the nine months ended April 1, 1995 was
$5,478,000 as compared to a net loss of $23,620,000 for the nine months ended
April 2, 1994. On a per share basis, earnings in the nine months ended April 1,
1995 were $.23 on the 24,304,000 average shares outstanding, as compared to a
loss of $.96 per share on the 24,651,000 average shares outstanding for the nine
months ended April 2, 1994. Without the special charges related to the Alabama
litigation and restructuring taken in the nine months ended April 1, 1994,
earnings per share for the nine months ended April 2, 1994 would have been
approximately $.08 per share
Consolidated gross margin was 16% in the quarter ended April 1, 1995 compared to
18% for the quarter ended April 2, 1994. Consolidated gross margin for the nine
months ended April 1, 1995 was 16% compared to 16% for the nine months ended
April 2, 1994.
Textile Segment
Sales in the Company's textile segment were 3% higher in the quarter ended April
1, 1995 than in the comparable quarter of the prior year. Sales of unfinished
woven fabrics (greige goods) were higher, but were due to more units billed at
lower average prices. Sales of finished woven fabrics were higher, with both
unit and average billing prices up slightly from the same period last year.
Knitted textile sales were up slightly in both units and average billing price.
Gross profits in the textile segment were 18% lower in the quarter ended April
1, 1995 than in the quarter ended April 2, 1994. Both woven greige goods and
finished goods gross margins declined, principally due to lower greige and
finished synthetic billing prices. Disruptions caused by our long-term
modernization project also contributed to the decline in gross margins in the
woven fabrics operation. Knitted fabric gross margins were higher in the
quarter ended April 1, 1995 than in the same quarter of last fiscal year. The
improvement in gross margins for knitted fabrics was due principally to lower
manufacturing costs following the consolidation of certain production operations
completed during the last half of fiscal 1994. During the latest quarter the
Company closed one of its three greige goods weaving plants located in Anderson,
South Carolina. Order backlogs in the Company's textile segment were 7% higher
at April 1, 1995 than at April 2, 1994. In the quarter ended April 1, 1995, the
textile segment contributed 63% and 41 % to consolidated net sales and gross
profit, respectively.
For the nine month period ended April 1, 1995, net sales in the textile segment
were 1% higher and gross profits were 5% higher than in the same period of the
prior fiscal year. Operating profits in the textile segment were 56% higher in
the nine months ended April 1, 1995 than in the first nine months of last fiscal
year. Improvements in gross profits and operating profits were due principally
to cost improvements proceeding from the consolidation of certain manufacturing
facilities in the Company's knitted textile operation.
Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS (CONTINUED)
Apparel Segment
Net sales and gross profits in the Company's apparel segment in the quarter
ended April 1, 1995 were 3% lower than in the quarter ended April 2, 1994.
Sales of knitted apparel were higher, but sales of Duck Head branded apparel
were lower than in the comparable quarter of the prior fiscal year. Knitted
apparel had increases in both units and average billing price. The decrease in
Duck Head branded apparel sales was attributable to fewer units being shipped.
Shipments of branded apparel to the Company's major accounts were substantially
equal to those of the prior year's third fiscal quarter, but shipments to
specialty apparel stores were lower. Order backlogs in the Company's apparel
segment were 7% lower at April 1, 1995 than at April 2, 1994. In the quarter
ended April 1, 1995, the apparel segment contributed 32% of the Company's
consolidated net sales and 48% of consolidated gross profits.
For the nine months ended April 1, 1995, net sales in the Company's apparel
segment were 2% lower and gross profits were 27% higher as compared to the nine
months ended April 2, 1994. Gross profit improvement was due principally to
higher gross margins in the branded and knitted apparel operations. Excluding
litigation and restructuring charges in fiscal 1994, operating profits in the
apparel segment were moved to a profit from a loss in the nine months ended
April 1, 1995 as compared to the first nine months of the prior fiscal year, due
principally to higher sales of knitted apparel, higher gross profits in branded
and knitted apparel, and lower selling, general, and administrative expenses.
Other Segment
Sales in the Company's other segment decreased 40% in the quarter ended April 1,
1995 as compared to the quarter ended April 2, 1994. The major part of this
decrease was due to the sale of the Company's Harper Brothers office products
distribution business in June of 1994. Gross profits in the other segment
decreased 41%, due in part to the sale of Harper Brothers and partly to
increased costs associated with the Company's entrance into the consumer market
for personal fitness equipment. Order backlogs for the Company's other segment
were 90% higher at April 1, 1995 than at April 2, 1994. The contribution of the
Company's other businesses to the fiscal 1995 third quarter's consolidated sales
and gross profits was 5% and 11% respectively.
Net sales and gross profits in the other segment for the nine months ended April
1, 1995 were down 44% and 50%, respectively, from the first nine months of
fiscal 1994. These decreases were due principally to the sale of the Company's
office products division in June of 1994.
General
Consolidated selling, general and administrative expenses in the quarter ended
April 2, 1994 decreased $1.4 million from those incurred in the quarter ended
April 2, 1994. Expenses for the comparable quarter of fiscal 1994 included $1.9
million for our discontinued Harper Brothers business.
The Company's consolidated order backlog at April 1, 1995 totalled $161.4
million, an increase of 4% compared to the total backlog of $154.9 million at
April 2, 1994.
Cotton and synthetic fibers are major raw material components of most of the
Company's products. Prices of these fibers have increased sharply over the past
several months. The Company expects to acquire fiber for its future operations
at average prices that are higher than its current ownership. The Company has
been successful in implementing some price increases, but does not feel that
these increases will be sufficient to cover increases in its raw material costs.
The Company feels that its profits will be adversely affected by these
cost/price pressures for at least the next six months.
Inventory levels have increased by $28.1 million from July 2, 1994 to April 1,
1995. These increases are principally in greige goods, knitted apparel and
branded apparel. The Company considers its greige goods inventories excessive,
and took an appropriate charge to income in the quarter ended December 31, 1994
to increase its greige goods market
Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS (CONTINUED)
reserves. The Company has been aggressive in selling these greige inventories,
and expects
that stocks will be at a normal level by October 1995. As reported previously,
the Company also considers a portion of its branded apparel inventories
excessive. Although the
Company believes that it is adequately reserved for any future price markdowns
of its excess inventories at April 1, 1995, it will continually evaluate the
adequacy of these reserves.
The Company's long-term debt was $199.1 million at April 1, 1995, up from $161.9
million at July 2, 1994. The buildup of inventories and fiscal year-to-date
capital expenditures of $22.1 million were the principal causes of the
additional debt.
On May 15, 1995 the Company obtained a waiver from its lenders respecting the
ratio of adjusted pretax income to interest expense for the quarter ended April
1, 1995. Each quarter the Company is required to maintain a ratio not less than
2.5 to 1.
The estimated effective tax rate for fiscal 1995 is 38.5%.
The Company believes that cash flow generated by its operations and funds
available under the existing credit facilities should be sufficient to service
its bank debt, to satisfy its day-to-day working capital needs, to fund its
capital expenditures and to pay dividends.
PART II. OTHER INFORMATION
Item 1. Legal Proceeding*
The Company has previously reported the award on November 24,
1993 by a jury in the Circuit Court of Montgomery County, Alabama (the
"Circuit Court"), of $29,056,000 to a former Duck head independent
sales representative (Ken Hoots) and two of his salesmen (Terry Long
and Bill Pace) against a subsidiary of the Company in a suit captioned
"Ken Hoots, Terry Long and Bill Pace v. Duck Head Apparel Company,
Inc. et. al. (the "Hoots Suit"). On March 28, 1994, the Circuit court
judge reduced the verdict to $22,852,000.
On February 17, 1995, the Supreme Court of Alabama reduced the
$7,000,000 of damages awarded for mental anguish by $3.5 million and
affirmed the Circuit Court's ruling in all other respects. On April
7, 1995, the Alabama Supreme Court denied the Company's subsidiary's
petition for rehearing. The plaintiffs have agreed to refrain from
attempting to execute the judgment pending completion of any review
that may be obtained in the United States Supreme Court, in return for
the guaranty of the Company and a bond securing payment of the
judgment.
The Company believes that the judgment remains fundamentally unjust
and intends to seek review in the United States Supreme Court.
Item 2. Changes in Securities*
Item 3 Defaults upon Senior Securities*
Item 4. Submission of Matters to a Vote of Security Holders*
Item 5. Other Information*
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits required by Item 601 of Regulation S-K
4.3.2 May 15, 1995 waiver respecting credit agreement dated
as of September 7, 1994.
**10.7.1 Delta Woodside Industries, Inc. Resolution to Amend
Directors' Charitable Giving Program dated February 2, 1995.
(b) No report was filed on Form 8-K during the quarter ended
April 1, 1995.
* Items 2, 3, 4 and 5 are not applicable
**This is a management contract or compensatory plan or arrangement.
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.
Delta Woodside Industries, Inc.
(Registrant)
Date May 15, 1995 /s/ E. Erwin Maddrey, II
E. Erwin Maddrey, II
President and
Chief Executive Officer
Date May 15, 1995 /s/ Douglas J. Stevens
Douglas J. Stevens
Controller and
Assistant Secretary
EXHIBIT INDEX
4.3.1 May 15, 1995 Waiver Respecting Credit Agreement dated as of
September 7, 1994.
10.7.1 Delta Woodside Industries, Inc. Resolution to Amend Directors'
Charitable Giving Program dated February 2, 1995
EXHIBIT 4.3.1
May 15, 1995
Delta Woodside Industries, Inc.
233 North Main Street
Suite 200
Hammond Square
Greenville, South Carolina 29601
RE: Credit Agreement dated as of September 7, 1994 (the "Credit Agreement") by
and among Delta Woodside Industries, Inc. the Lenders party thereto,
NationsBank, N.A. (Carolinas) (formerly known as NationsBank of North Carolina,
N.A.), as Agent, and Bank of America National Trust and Savings Association and
The Bank of New York, as Co-Agents.
Gentlemen:
Reference is made to the Credit Agreement described above, the defined
terms of which are incorporated herein by reference.
At Your request, the undersigned Lenders hereby agree to waive the
violation of Section 9.1(d) of the Credit Agreement resulting from the failure
of the Borrower to maintain the required Interest Coverage Ratio as of the last
day of the third Fiscal Quarter of Fiscal Year 1995.
The waiver set forth in this letter shall become effective (i) when this
letter shall have been executed by the Majority Lenders and (ii) when the
Borrower, on behalf of itself and each of the Guarantors, shall have accepted
and agreed in writing to the terms hereof.
The waiver set forth in this letter shall be effective only in the specific
instance provided for above and only for the specific purpose for which given
and shall not entitle the Borrower to any other or further waivers or consents
in similar or other circumstances.
Except as waived hereby, all of the terms and provisions of the Credit
Agreement remain in full force and effect.
This letter may be executed in any number of counterparts, each of which
shall constitute an original but all of which when taken together shall
constitute but one contract.
May 15, 1995
Page 2
This letter shall be governed by the laws of the state of North Carolina.
Sincerely,
BANK OF AMERICA NATIONAL TRUST
NATIONSBANK, N.A. (CAROLINAS) AND SAVINGS ASSOCIATION
By: /s/E. Phifer Helms By: /s/Wayne H. Reiss
Title: Senior Vice President Title: Vice President
FIRST UNION NATIONAL BANK OF
THE BANK OF NEW YORK SOUTH CAROLINA
By: /s/Gregory L. Batson By: /s/Harry C. Farthing
Title: Vice President Title: Vice President
WACHOVIA BANK OF SOUTH CAROLINA THE BANK OF NOVA SCOTIA
By: /s/Thomas F. Snider By: /s/ W. E. Zarrett
Title: Vice President Title: Senior Relationship Mgr
CHASE MANHATTAN BANK, N.A. PNC BANK, NATIONAL ASSOCIATION
By: JG Zalon Meer By: James A. Fink
Title: Vice President Title: Vice President
NATWEST BANK N.A.
By: Kurt S. Pohmer
Title: Assistant Vice President
ACCEPTED AND AGREED:
DELTA WOODSIDE INDUSTRIES, INC.
for itself and each of the
Guarantors
By: /s/ Bettis C. Rainsford
Title: Executive Vice President
EXHIBIT 10.7.1
DELTA WOODSIDE INDUSTRIES, INC.
RESOLUTION TO AMEND
DIRECTORS' CHARITABLE GIVING PROGRAM
RESOLVED, that the Delta Woodside Directors' Charitable Giving Program be
amended as follows:
Paragraph one now reads, "...it is presently intended that the Company will
make a donation in the total amount of $500,000 within six months after the
death of a director to those beneficiary institutions selected by the director."
Paragraph one will read, "...it is presently intended that the Company will
make a donation in the total amount of $500,000, to be paid in 10 annual
installments, with the first payment being made within six months after the
death of a director to those beneficiary institutions selected by the director."
IN WITNESS WHEREOF, we have hereunto signed our names this 2nd day of
February 1995.
BOARD OF DIRECTORS
/s/ E. Erwin Maddrey, II /s/ C. C. Guy
E. Erwin Maddrey, II C. C. Guy
/s/ Bettis C. Rainsford /s/ Buck A. Mickel
Bettis C. Rainsford Buck A. Mickel
/s/ James F. Kane /s/Max Lennon
James F. Kane Max Lennon
/s/ Buck Mickel
Buck Mickel
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<LEGEND>
This schedule contains summary financial information extracted from the
registrant's condensed consolidated financial statements for the fiscal quarter
ended April 1, 1995 and is qualified in its entirety by reference to such
financial statements.
</LEGEND>
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<S> <C>
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<PERIOD-END> APR-01-1995
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