SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
QUARTERLY REPORT UNDER SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the Quarter Ended September 30, 1995
Commission File Number 1-9750
Sotheby's Holdings, Inc.
(Exact name of registrant as specified in its charter)
Michigan 38-2478409
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
500 North Woodward Avenue, Suite 100
Bloomfield Hills, Michigan 48304
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, include area code: (810) 646-2400
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 October 31, 1995, there were outstanding 38,703,848 shares of Class
A Limited Voting Common Stock, par value $0.10 per share, and 17,291,226
shares of Class B Common Stock, par value $0.10 per share, of the
Registrant. Each share of Class B Common Stock is freely convertible
into one share of Class A Limited Voting Common Stock.
<PAGE>
PART 1: FINANCIAL INFORMATION
Item 1: Financial Statements
<TABLE>
Consolidated Statements of Income
Sotheby's Holdings, Inc. and Subsidiaries
(Thousands of dollars, except per share data)
<CAPTION>
For the Third Quarter For the Nine Months
Ended September 30, Ended September 30,
1995 1994 1995 1994
<S> <C> <C> <C> <C>
Auction:
Revenues $ 28,746 $ 25,476 $ 168,472 $ 147,899
Direct costs of services (7,170) (6,329) (34,716) (29,521)
Salaries and related costs (22,081) (20,235) (69,412) (62,070)
General and administrative expenses (17,917) (16,347) (52,328) (48,283)
Depreciation and amortization (2,175) (2,154) (6,500) (6,024)
Loss from inventory and other auction related activities (264) (470) (190) (415)
Operating income (loss) - Auction (20,861) (20,059) 5,326 1,586
Interest income 898 1,217 2,285 3,319
Interest expense (1,562) (1,314) (4,256) (3,019)
Net interest charged to Financial Services 1,728 963 4,341 1,824
Income (loss) before taxes - Auction (19,797) (19,193) 7,696 3,710
Financial Services:
Revenues 3,610 2,550 10,008 6,584
General and administrative expenses (829) (591) (2,081) (1,814)
Net interest expense from Auction (1,728) (963) (4,341) (1,824)
Income before taxes - Financial Services 1,053 996 3,586 2,946
Real Estate:
Revenues 3,397 2,903 8,206 8,979
Operating expenses (2,495) (2,208) (6,358) (6,544)
Income before taxes - Real Estate 902 695 1,848 2,435
Corporate operating expenses (1,560) (1,686) (4,731) (4,918)
Other non-operating income (loss) (33) 24 24 (41)
Consolidated:
Revenues 35,753 30,929 186,686 163,462
Operating income (loss) (20,466) (20,054) 6,029 2,049
Net interest income 1,064 866 2,370 2,124
Other non-operating income (loss) (33) 24 24 (41)
Income (loss) before taxes (19,435) (19,164) 8,423 4,132
Income taxes 7,773 7,665 (3,370) (1,653)
Net Income (Loss) $ (11,662) $ (11,499) $ 5,053 $ 2,479
Earnings (Loss) Per Share $ (0.21) $ (0.21) $ 0.09 $ 0.04
Weighted Average Shares Outstanding 55,931,196 55,793,905 56,197,721 56,028,397
See accompanying Notes to Consolidated Financial Statements
</TABLE>
<PAGE>
<TABLE>
Consolidated Balance Sheets
Sotheby's Holdings, Inc. and Subsidiaries
(Thousands of dollars)
<CAPTION>
September 30, December 31,
1995 1994
<S> <C> <C>
Assets
Current Assets
Cash and cash equivalents $ 17,369 $ 34,987
Accounts and notes receivable, net of allowance
for doubtful accounts of $8,209 and $10,165 - Note 2
Auction operations 107,253 180,521
Finance operations 117,733 96,364
Other 18,042 13,442
Total Accounts and Notes Receivable, Net 243,028 290,327
Inventory, net 31,741 20,330
Deferred income taxes 10,118 12,053
Prepaid expenses 14,907 12,053
Total Current Assets 317,163 369,750
Notes receivable - finance operations 45,186 34,930
Properties, less allowance for depreciation
and amortization of $60,823 and $53,464 67,682 66,825
Intangible assets, less allowance for
amortization of $29,219 and $28,051 28,381 29,054
Investment in partnership 43,367 44,281
Other assets 11,127 12,244
Total Assets $ 512,906 $ 557,084
</TABLE>
<PAGE>
<TABLE>
Consolidated Balance Sheets
Sotheby's Holdings, Inc. and Subsidiaries
(Thousands of dollars)
<CAPTION>
September 30, December 31,
1995 1994
<S> <C> <C>
Liabilities And Shareholders' Equity
Current Liabilities
Due to consignors $ 96,099 $ 199,758
Short-term borrowings - Note 3 15,772 8,903
Accounts payable and accrued liabilities 55,634 60,428
Deferred charges 6,799 6,173
Accrued income taxes 13,342 24,457
Total Current Liabilities 187,646 299,719
Long-Term Liabilities
Commercial paper - Note 3 98,000 27,500
Deferred income taxes 18,392 18,423
Other long-term obligations 435 390
Total Liabilities 304,473 346,032
Shareholders' Equity
Common Stock, $0.10 par value:
Authorized shares - 125,000,000 of Class A and 75,000,000 of Class B
Issued and outstanding shares - 38,688,315 and 36,730,771 of Class A, and
17,291,226 and 19,093,071 of Class B, at September 30, 1995 and
December 31, 1994, respectively 5,598 5,582
Additional paid-in capital 84,533 83,538
Retained earnings 131,518 136,517
Foreign currency translation adjustments (13,216) (14,585)
Total Shareholders' Equity 208,433 211,052
Total Liabilities And Shareholders' Equity $ 512,906 $ 557,084
See accompanying Notes to Consolidated Financial Statements
</TABLE>
<PAGE>
<TABLE>
Consolidated Statements of Cash Flows
Sotheby's Holdings, Inc. and Subsidiaries
(Thousands of dollars)
<CAPTION>
For the Nine Months Ended September 30, 1995 1994
<S> <C> <C>
Operating Activities:
Net income $ 5,053 $ 2,479
Adjustments to reconcile net income to net cash
used by operating activities:
Depreciation and amortization 6,784 6,365
Deferred income taxes 1,904 (407)
Tax benefit of stock option exercises 165 803
Asset provisions 7,113 3,969
Other 977 (1,818)
Changes in assets and liabilities:
Increase in prepaid expenses (2,854) (836)
Decrease in accounts receivable 64,623 85,476
Increase in inventory (14,246) (738)
Decrease in due to consignors (103,659) (132,855)
Decrease in accrued income taxes (11,115) (17,486)
Decrease in other current liabilities (4,168) (10,328)
Net cash used by operating activities (49,423) (65,376)
Investing Activities:
Finance operation loans (92,813) (107,669)
Collections on finance operation loans 62,153 75,211
Capital expenditures (5,605) (4,030)
Decrease in investment in partnership 914 1,186
Net cash used by investing activities (35,351) (35,302)
Financing Activities:
Increase in commercial paper 70,500 37,000
Increase in short term borrowings 6,869 4,922
Proceeds from exercise of stock options 848 2,245
Dividends (10,054) (10,030)
Net cash provided by financing activities 68,163 34,137
Effect of exchange rate changes on cash (1,007) 1,983
Decrease in cash and cash equivalents (17,618) (64,558)
Cash and Cash Equivalents at Beginning of Period 34,987 91,840
Cash and Cash Equivalents at End of Period $ 17,369 $ 27,282
See accompanying Notes to Consolidated Financial Statements
</TABLE>
<PAGE>
SOTHEBY'S HOLDINGS, INC.
AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
1. The consolidated financial statements included herein have been
prepared by Sotheby's Holdings, Inc. (together with its
subsidiaries, the "Company") pursuant to the rules and regulations
of the Securities and Exchange Commission. These consolidated
financial statements should be read in conjunction with the
consolidated financial statements and the notes thereto
incorporated by reference in the Company's Annual Report on Form 10-
K for the year ended December 31, 1994 (the "Annual Report").
Reference should be made to the Annual Report for industry segment
information required to be included under Financial Accounting
Standards Board Statement No. 14.
In the opinion of the management of the Company, all adjustments,
consisting of normal recurring adjustments, necessary for a fair
presentation of the results of operations for the third quarter and
nine month periods ended September 30, 1995 and 1994 have been
included. Certain prior period amounts have been reclassified to
conform to the current presentation.
2. Finance Operations Notes Receivable
As of September 30, 1995, an amount equal to approximately 34% of
the finance operation loan portfolio of the Companys subsidiary,
Sothebys Financial Services, Inc. ("Financial Services") was
extended to one borrower. The Company's general policy in relation
to secured loans is to obtain collateral with a low estimated
auction value equivalent to or greater than 200% of the secured
loan. The low auction estimate of the collateral for this secured
loan was within the Company's general policy requirements at
September 30, 1995. No other individual loan amounted to more than
5% of total assets.
Effective January 1, 1995, the Company adopted Statement of
Financial Accounting Standards No. 114, "Accounting by Creditors
for Impairment of a Loan". Adoption of this standard did not have
a material impact on the Company's financial statements.
<PAGE>
Interest income on impaired loans is recognized to the extent cash
is received. Where there is doubt regarding the ultimate
collectibility of principal for impaired loans, cash receipts,
whether designated as principal or interest, are thereafter applied
to reduce the recorded investment in the loan. Following are the
changes in the allowance for credit losses relating to finance
operations notes receivable for the nine months ended September 30,
1995 and 1994 (in thousands):
<TABLE>
<CAPTION>
1995 1994
<S> <C> <C>
Allowance for credit losses
at December 31,1994 and 1993 $ 2,292 $ 3,614
Provisions 319 255
Writeoffs (1,583)
Other 16 113
Allowance for credit losses
at September 30, 1995 and 1994 $2,627 $2,399
</TABLE>
3. Credit Arrangements
At September 30, 1995, there were $98.0 million of outstanding
commercial paper notes sold to dealers at weighted average discount
rates of 5.9% with average maturities of 20.3 days. These notes
have been classified on the consolidated balance sheet as long-term
liabilities based on the Company's ability to maintain or refinance
these obligations on a long-term basis. At September 30, 1995, the
Company also had $15.8 million outstanding under bank lines of
credit at weighted average interest rates of 7.4%.
4. Commitments and Contingencies
The Company, in the normal course of business, is a defendant in
various legal actions.
In conjunction with the client loan program, the Company enters
into legally binding arrangements to lend, on a collateralized
basis, to potential consignors and other individuals who have
collections of fine art and other objects. Unfunded commitments to
extend additional credit were approximately $16.5 million at
September 30, 1995.
<PAGE>
On certain occasions, the Company will guarantee to the consignor a
minimum price in connection with the sale of property. The Company
must perform under its guarantee only in the event that (a) the
property fails to sell and (b) the consignor prefers to be paid the
guarantee price rather than retain ownership of the unsold
property. In such event, the Company purchases the property at the
guaranteed price. At September 30, 1995 the Company had
outstanding guarantees totaling approximately $33.0 million which
covers auction property having a mid-estimate sales price of
approximately $43.8 million. Under the auction guarantees, the
Company participates in a share of the proceeds if the property
under guarantee sells above a minimum price. At November 13, 1995
auction guarantees totaled $5.9 million. In addition, the Company
had an outstanding guarantee of up to $8.0 million relating to
property which is not art.
In the opinion of management, the commitments and contingencies
described above currently are not expected to have a material
adverse effect on the Company's consolidated financial statements.
5. Seasonality of Business
The worldwide art auction market has two principal selling seasons,
spring and fall. During the summer and winter, sales are
considerably lower. The table below demonstrates that at least 80%
of the Company's auction sales are derived from the second and
fourth quarters of the year.
<TABLE>
<CAPTION>
Percentage of Annual
Auction Sales
1994 1993 1992
<S> <C> <C> <C>
January - March 12% 10% 12%
April - June 40% 38% 38%
July - September 8% 6% 8%
October - December 40% 46% 42%
100% 100% 100%
</TABLE>
<PAGE>
ITEM 2: MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS
AND FINANCIAL CONDITION
RESULTS OF OPERATIONS
Auction
The worldwide auction business is highly seasonal in nature, with
two principal selling seasons, spring and fall. Accordingly, first
and third quarter results reflect lower auction sales and lower
operating margins than the second and fourth quarters due to the
fixed nature of many of the operating expenses. (See Note 5 in
the Notes to the Consolidated Financial Statements for additional
information.)
Following is a geographical breakdown of the Company's auction
sales for the third quarter and nine month periods ended September
30, 1995 and 1994 (in thousands):
<TABLE>
<CAPTION>
For the Third Quarter For the Nine Months
Ended September 30, Ended September 30,
1995 1994 1995 1994
<S> <C> <C> <C> <C>
North America $ 31,224 $ 21,526 $ 490,267 $ 405,075
Europe 82,117 79,292 436,033 362,130
Asia 10,233 4,336 28,754 30,029
Total $ 123,574 $ 105,154 $ 955,054 $ 797,234
</TABLE>
For the quarter ended September 30, 1995, worldwide auction sales
increased to $123.6 million from $105.2 million in the third
quarter of 1994, an increase of $18.4 million, or 18%. Sales in
North America increased $9.7 million, or 45%, due largely to
Septembers "Asia Sales Week" which totaled $10.9 million. This
event occurred during the fourth quarter of 1994. Sales in Europe
grew 4% when compared to the third quarter of 1994 due largely to
the success of the $24.4 million Old Master Paintings sales in July
in London. Asian sales grew $5.9 million in the third quarter of
1995 due to a $6.5 million Western Jewelry sale, the first of its
kind in Hong Kong. Auction sales recorded by the Companys foreign
operations during the third quarter of 1995 were not materially
impacted by translation to U.S. dollars. For the nine months ended
September 30, 1995, worldwide auction sales increased $157.8
million, or 20%, compared to the first nine months of 1994. Sales
in North America and Europe increased 21% and 20%, respectively,
while Asian sales decreased 4%. Movements in exchange rates
increased sales by approximately $31.1 million for the first nine
months of 1995; excluding these exchange rate movements, 1995 sales
increased 16%. The increase in worldwide sales for the first nine
months of 1995 was largely due to increases in sales of
Impressionist and Modern art as well as Jewelry, with most of the
growth contributed by single-owner and other non-recurring sales.
<PAGE>
Revenues from auction operations ("Auction") for the third quarter
of 1995 increased $3.3 million, or 13%, over the same period of
1994. Exchange rate movements did not materially impact revenues
for the quarter. For the first nine months of 1995, Auction
revenues increased $20.6 million, or 14%, over the comparable
period of the prior year. Excluding movements in exchange rates,
Auction revenues increased 10% for first nine months of 1995. The
increase in Auction revenues for both the third quarter and first
nine months of 1995 were largely attributable to increased
commissions (which are principally buyer's premium, vendor's
commission and expense recoveries) due to the greater volume of
auction sales discussed above. Increases in other non-commission
revenue categories also contributed to the increased revenue for
the nine month period and, to a much lesser extent, the third
quarter. The increase in revenues for the first nine months of
1995 related to sales volume and growth in non-commission revenue
were offset, in part, by a change in the relative mix of sales
toward property with higher average lot values as well as an
increase in single owner sales which typically yield lower average
commission rates.
Direct costs of services (which consist largely of catalogue
production, distribution and mailing costs) as a percentage of
auction sales was 5.8% in the third quarter of 1995 compared to
6.0% for the same period of 1994. For the first nine months of
1995, direct costs as a percentage of auction sales declined to
3.6% from 3.7% during the first nine months of 1994. As a result
of the sales growth experienced in 1995, direct costs of services
were up approximately $0.8 million (13%) in the third quarter of
1995 and $5.2 million (18%) for the first nine months of 1995.
Excluding movements in exchange rates, direct costs increased 11%
and 14% in the three months and nine months ended September 30,
1995, respectively.
All other auction operating expenses (which include salaries and
related costs, general and administrative expenses as well as
depreciation and amortization) totaled $42.2 million for the third
quarter of 1995, an increase of $3.4 million, or 9%, over 1994's
third quarter. Excluding the impact of foreign currency movements,
other auction operating expenses increased 7% for the third quarter
of 1995. For the first nine months of 1995, other auction
operating expenses increased to $128.2 million, an increase of
$11.9 million, or 10%, over the previous year's first nine months.
Excluding movements in exchange rates, other auction operating
expenses increased 6% during the first nine months of 1995. The
increase in other auction operating expenses for the quarter and
nine month periods ended September 30, 1995 was principally due to
salaries and related costs which increased 9% and 12% in each
respective period. Excluding the impact of exchange rate movements,
salaries and related costs increased 7% for the third quarter and
8% for the first nine months of 1995. In addition, general and
administrative expenses increased 10% for the third quarter of 1995
and 8% for the first nine months of 1995. Excluding movements in
foreign currencies, general and administrative costs increased 7%
and 5% for the third quarter and first nine months of 1995,
respectively.
<PAGE>
Income from inventory and other auction-related activities
includes: net gains (losses) on sales of inventory (including
inventory obtained as a result of the auction process as well as
inventory purchased by the Company as an investment, including the
Company's share of earnings from the Acquavella Modern Art
Partnership); net gains (losses) earned from guarantees; and
provisions for writedowns of inventory to estimated realizable
value. For the quarter ended September 30, 1995, inventory
and other auction-related activities generated a pre-tax loss
of $0.3 million compared to a pre-tax loss of $0.5 million for
the third quarter of 1994. For the nine months ended September 30,
1995, inventory and other auction-related activities generated a
pre-tax loss of $0.2 million compared to a pre-tax loss of $0.4
million in 1994.
Auction's operating loss increased $0.8 million, or 4%, to $20.9
million for the quarter ended September 30, 1995. Auction's
operating income totaled $5.3 million in the first nine months of
1995, an increase of $3.7 million compared to the first nine months
of the previous year. Year-to-year exchange rate movements did not
have a material effect on Auction's third quarter or nine month
operating income.
Auction's interest income, which is earned on short-term
investments of excess cash, decreased in the third quarter and
first nine months of 1995 compared to the comparable periods of
1994 due primarily to a lower level of invested funds when compared
to the prior year. Interest expense is incurred on borrowings to
fund cash requirements, including the client loan portfolio of
Financial Services. The increase in interest expense of $1.2
million in the first nine months of 1995 is due to higher average
interest rates on the Companys borrowings and, to a lesser extent,
higher average short-term borrowings in the first nine months of
1995 compared to the first nine months of 1994. The year-to-year
increase in borrowings is largely attributable to the larger
client loan portfolio as well as the purchase of inventory.
Financial Services
Revenues from Financial Services increased to $3.6 million for the
third quarter of 1995 from $2.6 million last year. For the first
nine months of 1995, revenues from Financial Services were $10.0
million compared to $6.6 million for the same period last year.
The growth in revenues in the third quarter and first nine months
of 1995 was due to an increase in rates earned on outstanding loans
and, to a lesser extent, an increase in the average outstanding
loan portfolio. Average portfolio balances for the nine months
ended September 30, 1995 and 1994 were approximately $144.6 million
and $123.7 million, respectively.
<PAGE>
For the third quarter of 1995, income before taxes increased $0.1
million, or 6%, from the comparable period in 1994. For the first
nine months of 1995, income before taxes increased $0.6 million, or
22%, when compared to the prior period. Increased revenues for the
third quarter and nine month periods were offset, in part, by
higher operating expenses and higher net interest expense from
Auction (as discussed above).
Real Estate
Sothebys International Realty, Inc. ("Real Estate") reported pre-
tax income of $0.9 million in the third quarter of 1995, an
increase of $0.2 million, or 30%, over the third quarter of 1994.
The increase was attributable to increased property sales in both
direct brokerage and regional operations offset, in part, by higher
operating expenses directly related to the increase in property
sales. Pre-tax income from Real Estate for the first nine months
of 1995 decreased $0.6 million compared to 1994. The decrease
reflects a lower level of property sales in direct brokerage
operations in 1995 offset, in part, by a decrease in operating
expenses.
Provision for Income Taxes
The consolidated effective tax rate was 40% in the first nine
months of 1995 and 1994.
Net Income and Earnings per Share
For the third quarter of 1995, the net loss was relatively constant
when compared to 1994. For the first nine months of 1995, net
income increased $2.6 million to $5.1 million from $2.5 million in
the first nine months of 1994. Movements in foreign currencies did
not have a material impact on 1995 third quarter or nine month
results. The loss per share for the third quarter of 1995 and 1994
was $0.21. Earnings per share for the nine months ended September
30, 1995 totaled $0.09, compared to $0.04 in the first nine months
of 1994.
<PAGE>
LIQUIDITY AND CAPITAL RESOURCES
The Company's net debt position (total debt, which includes short-
term borrowings and commercial paper, less cash and cash
equivalents) totaled $96.4 million at September 30, 1995 compared
to $1.4 million at December 31, 1994. Working capital (current
assets less current liabilities) at September 30, 1995 was $129.5
million compared to $70.0 million at December 31, 1994.
The Company relies on internally generated funds and borrowings to
meet its financing requirements. The Company may issue up to $200
million of short-term notes pursuant to its U.S. commercial paper
program, of which $98.0 million was issued and outstanding at
September 30, 1995. The Company supports any short-term notes
issued under its U.S. commercial paper program with committed
credit facilities. The Company has $300 million committed and
available under a bank credit agreement entered into during 1994.
For the nine months ended September 30, 1995 and 1994, the
Company's primary sources of liquidity were derived from available
cash balances supplemented by short-term and commercial paper
borrowings. The most significant cash uses during the first nine
months of 1995 and 1994 were operations, net funding of the client
loan portfolio and payment of shareholder dividends.
Capital expenditures, consisting primarily of office and auction
facility refurbishment and the acquisition of computer equipment,
totaled $5.6 million for the first nine months of 1995 and $4.0
million for the first nine months of 1994.
In certain instances, consignor advances are made with recourse
limited only to the works of art consigned for sale and pledged as
security for the loan, or with recourse limited to the consigned
works and to other works of art owned by the consignor but not
pledged as security. As of September 30, 1995, $6.4 million of
these consignor advances were outstanding.
From time to time, the Company has off-balance sheet commitments to
consignors that property will sell at a minimum price and legally
binding lending commitments in conjunction with the client loan
program. See Note 4 in the notes to the consolidated financial
statements for additional information. The Company does not
believe that material liquidity risk exists relating to these
commitments.
<PAGE>
During April 1995, the Company introduced a fixed rate commission
schedule to be charged to sellers worldwide. The revised rates
apply to auction consignments for the fall season beginning
September 5, 1995. The full impact of this change to our worldwide
commission structure will not be realized until 1996 as commission
rates for a significant portion of fall 1995 consignments were
committed to prior to the announcement of the new structure.
In November of 1995, the Company announced a stock repurchase
program to acquire up to 1,000,000 shares of its outstanding Class
A Common Stock in the open market.
OUTLOOK
The Company believes that operating cash flows will be adequate to
meet normal working capital requirements and that the commercial
paper program and credit facilities will continue to be adequate to
fund the client loan program, peak working capital requirements and
other short-term commitments to consignors.
The Company evaluates, on an ongoing basis, the adequacy of its
principal auction premises for the requirements of the present and
future conduct of its business. Any significant alteration to
these premises may require utilization of additional capital which
the Company believes is adequately available.
<PAGE>
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a)Exhibits
27. Financial Data Schedule
(b)Reports on Form 8-K
No report on Form 8-K has been filed for the
quarter ended September 30, 1995.
<PAGE>
SOTHEBY'S HOLDINGS, INC.
AND SUBSIDIARIES
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of
1934, the Company has duly caused this report to be signed this
the 14 day of November, 1995, on its behalf by the undersigned,
thereunto duly authorized and in the capacity indicated.
SOTHEBY'S HOLDINGS, INC.
By: PATRICIA A. CARBERRY
Patricia A. Carberry
Vice President, Controller
and Chief Accounting
Officer
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-END> SEP-30-1995
<CASH> 17369
<SECURITIES> 0
<RECEIVABLES> 243028
<ALLOWANCES> 8209
<INVENTORY> 31741
<CURRENT-ASSETS> 317163
<PP&E> 67682
<DEPRECIATION> 60823
<TOTAL-ASSETS> 512906
<CURRENT-LIABILITIES> 187646
<BONDS> 98000
<COMMON> 5598
0
0
<OTHER-SE> 202835
<TOTAL-LIABILITY-AND-EQUITY> 512906
<SALES> 0
<TOTAL-REVENUES> 186686
<CGS> 0
<TOTAL-COSTS> 35745
<OTHER-EXPENSES> 79495
<LOSS-PROVISION> 1651
<INTEREST-EXPENSE> 4256
<INCOME-PRETAX> 8423
<INCOME-TAX> 3370
<INCOME-CONTINUING> 5053
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 5053
<EPS-PRIMARY> 0.09
<EPS-DILUTED> 0.09
