UNITED STATES
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 May 2, 1998
--------------------------
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 0-19526
Goody's Family Clothing, Inc.
(Exact name of registrant as specified in its charter)
Tennessee 62-0793974
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
400 Goody's Lane, Knoxville, Tennessee 37922
(Address of principal executive offices) (Zip Code)
(423) 966-2000
(Registrant's telephone number, including area code)
(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
APPLICABLE ONLY TO CORPORATE ISSUERS:
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.
Common Stock, no par value, 16,687,740 shares
outstanding as of May 13, 1998.
<PAGE>
Goody's Family Clothing, Inc.
Index to Form 10-Q
May 2, 1998
Part I - Financial Information:
---------------------
Item 1 - Financial Statements
Consolidated Statements of Operations....................... 3
Consolidated Balance Sheets................................. 4
Consolidated Statements of Cash Flows....................... 5
Notes to Consolidated Financial Statements.................. 6
Independent Accountants' Review Report...................... 7
Item 2 - Management's Discussion and Analysis of Financial Condition and
Results of Operations.............................. 8-10
Item 3 - Quantitative and Qualitative Disclosures about Market Risk.10
Part II - Other Information............................................. 11
-----------------
Item 1. Legal Proceedings
Item 2. Changes in Securities and Use of Proceeds
Item 3. Defaults upon Senior Securities
Item 4. Submission of Matters to a Vote of Security Holders
Item 5. Other Information
Item 6. (a) Exhibits
Item 6. (b) Reports on Form 8-K
Signatures............................................................. 12
<PAGE>
PART 1 - FINANCIAL INFORMATION
- --------------------------------------------------------------------------------
Item 1 - Financial Statements
Goody's Family Clothing, Inc. and Subsidiaries
Consolidated Statements of Operations
(In thousands, except per share amounts)
<TABLE>
---------------------------------------
Thirteen Weeks Ended
---------------------------------------
May 2, 1998 May 3, 1997
------------------- -----------------
(unaudited) (unaudited)
<S> <C> <C>
Sales $226,714 $190,057
Cost of sales and occupancy expenses 158,794 135,080
----------------- -----------------
Gross profit 67,920 54,977
Selling, general and administrative expenses 55,904 47,245
----------------- -----------------
Earnings from operations 12,016 7,732
Interest expense 94 125
Investment income 536 486
----------------- -----------------
Earnings before income taxes 12,458 8,093
Provision for income taxes 4,690 3,035
----------------- -----------------
Net earnings $7,768 $5,058
================= =================
Earnings per common share
Basic $0.47 $0.31
================= =================
Diluted $0.45 $0.30
================= =================
Weighted average common shares outstanding
Basic 16,582 16,173
================= =================
Diluted 17,309 16,616
================= =================
</TABLE>
See accompanying Notes to Consolidated Financial Statements and Independent
Accountants' Review Report.
<PAGE>
Goody's Family Clothing, Inc. and Subsidiaries
Consolidated Balance Sheets
(Dollars in thousands)
<TABLE>
May 2, 1998 January 31, 1998 May 3, 1997
(unaudited) (unaudited)
<S> <C> <C> <C>
ASSETS
Current Assets
Cash and cash equivalents $47,941 $64,174 $29,579
Investments - 1,555 1,461
Inventories 184,609 151,667 142,315
Accounts receivable and other current assets 19,670 10,519 13,152
-------------- ------------- --------------
Total current assets 252,220 227,915 186,507
Property and equipment, net 98,350 97,468 88,850
Other assets 3,032 2,933 3,445
-------------- ------------- --------------
Total assets $353,602 $328,316 $278,802
============== ============= ==============
LIABILITIES AND SHAREHOLDERS' EQUITY
Current Liabilities
Accounts payable $121,401 $105,231 $95,477
Accrued expenses 42,402 42,194 36,546
Income taxes payable 4,366 6,674 4,063
Current portion of long-term debt 263 263 239
-------------- ------------- --------------
Total current liabilities 168,432 154,362 136,325
Long-term debt 608 608 871
Other long-term liabilities 3,151 3,023 2,621
Deferred income taxes 10,362 10,266 9,552
-------------- ------------- --------------
Total liabilities 182,553 168,259 149,369
-------------- ------------- --------------
Commitments and Contingencies
Shareholders' Equity
Preferred stock, par value $1.00 per share; Authorized - 2,000,000 shares;
issued and outstanding - none
Class B Common stock, no par value;
Authorized - 50,000,000 shares; issued and outstanding - none
Common stock, no par value;
Authorized - 50,000,000 shares
Issued - 16,686,490, 16,551,858 and 16,421,982
shares, respectively
Outstanding - 16,486,490, 16,351,858 and 16,221,982
shares, respectively 29,532 28,199 27,016
Paid-in capital 6,612 4,721 3,508
Retained earnings 138,007 130,239 102,011
Treasury stock, at cost - 200,000 shares (3,102) (3,102) (3,102)
-------------- ------------ --------------
Total shareholders' equity 171,049 160,057 129,433
-------------- ------------- --------------
Total liabilities and shareholders' equity $353,602 $328,316 $278,802
============== ============= ==============
</TABLE>
See accompanying Notes to Consolidated Financial Statements and Independent
Accountants' Review Report.
<PAGE>
Goody's Family Clothing, Inc. and Subsidiaries
Consolidated Statements of Cash Flows
(In thousands)
<TABLE>
----------------------------------------
Thirteen Weeks Ended
----------------------------------------
May 2, 1998 May 3, 1997
------------------ ------------------
(unaudited) (unaudited)
<S> <C> <C>
Cash Flows from Operating Activities:
Net earnings $7,768 $5,058
Adjustments to reconcile net earnings to net cash
used in operating activities:
Depreciation and amortization 3,191 2,614
Net loss on asset disposals and write-down 320 141
Changes in assets and liabilities:
Inventories (32,942) (34,820)
Accounts payable 8,902 17,187
Income taxes (6,281) (3,792)
Other assets & liabilities (4,226) (173)
------------------ ------------------
Cash used in operating activities (23,268) (13,785)
----------------- -----------------
Cash Flows from Investing Activities:
Acquisitions of property and equipment (4,419) (2,654)
Proceeds from sale of property and equipment 26 4
----------------- -----------------
Cash used in investing activities (4,393) (2,650)
----------------- -----------------
Cash Flows from Financing Activities:
Exercise of stock options and other 3,224 799
Changes in cash management accounts 8,204 1,899
----------------- -----------------
Cash provided by financing activities 11,428 2,698
----------------- -----------------
Net decrease in cash and cash equivalents (16,233) (13,737)
Cash and cash equivalents, beginning of period 64,174 43,316
----------------- -----------------
Cash and cash equivalents, end of period $47,941 $29,579
================= =================
Supplemental Disclosures:
Interest payments $72 $89
Income tax payments 8,608 6,631
</TABLE>
See accompanying Notes to Consolidated Financial Statements and Independent
Accountants' Review Report.
<PAGE>
Goody's Family Clothing, Inc. and Subsidiaries
Notes to Consolidated Financial Statements
(Unaudited)
(1) Unaudited financial information
In the opinion of the Company's management, the accompanying unaudited
consolidated financial statements of Goody's Family Clothing, Inc. and
subsidiaries (the "Company") include all adjustments, consisting primarily of
normal and recurring adjustments, necessary for a fair presentation of the
Company's financial position, results of operations and cash flows for the
interim periods presented. Due to the seasonal nature of the Company's business,
the results of operations for the interim periods are not necessarily indicative
of the results that may be achieved for the entire year. These financial
statements should be read in conjunction with the audited consolidated financial
statements and the notes thereto contained in the Company's 1997 Annual Report
on Form 10-K.
(2) Earnings per share
The Company adopted Statement of Financial Accounting Standards No. 128,
"Earnings per Share" as required in the fourth quarter of fiscal 1997.
Accordingly, all previously reported earnings per share data have been restated
to conform to this new standard. Weighted average diluted shares outstanding
differs from weighted average basic shares outstanding solely in respect of the
effect of dilutive stock options.
(3) Reclassifications
Certain reclassifications have been made to the financial statements of prior
periods to conform to the current period presentation.
<PAGE>
INDEPENDENT ACCOUNTANTS' REVIEW REPORT
Board of Directors and Shareholders
Goody's Family Clothing, Inc.
Knoxville, Tennessee
We have reviewed the accompanying condensed consolidated balance sheets of
Goody's Family Clothing, Inc. and subsidiaries as of May 2, 1998 and May 3, 1997
and the related consolidated statements of operations and cash flows for the
thirteen-weeks then ended. These financial statements are the responsibility of
the Company's management.
We conducted our reviews in accordance with standards established by the
American Institute of Certified Public Accountants. A review of interim
financial information consists principally of applying analytical procedures to
financial data and of making inquiries of persons responsible for financial and
accounting matters. It is substantially less in scope than an audit conducted in
accordance with generally accepted auditing standards, the objective of which is
the expression of an opinion regarding the financial statements taken as a
whole. Accordingly, we do not express such an opinion.
Based on our reviews, we are not aware of any material modifications that should
be made to such condensed consolidated financial statements for them to be in
conformity with generally accepted accounting principles.
We have previously audited, in accordance with generally accepted auditing
standards, the consolidated balance sheet of Goody's Family Clothing, Inc. and
subsidiaries as of January 31, 1998 and the related consolidated statements of
operations, shareholders' equity, and cash flows for the year then ended (not
presented herein); and in our report dated March 18, 1998, we expressed an
unqualified opinion on those consolidated financial statements. In our opinion,
the information set forth in the accompanying condensed consolidated balance
sheet as of January 31, 1998 is fairly stated, in all material respects, in
relation to the consolidated balance sheet from which it has been derived.
/s/ Deloitte & Touche LLP
Atlanta, Georgia
May 19, 1998
<PAGE>
Item 2. - Management's Discussion and Analysis of Financial Condition and
Results of Operations
Forward-Looking Statements
This Quarterly Report contains certain forward-looking statements which are
based upon current expectations, plans and estimates and involve material risks
and uncertainties including, but not limited to, customer demand and trends in
the apparel and retail industry and to the acceptance of merchandise acquired
for sale by the Company, the effectiveness of planned advertising and
promotional events, the impact of competitors' pricing, individual store
performance, including new stores, adverse weather conditions, and the general
economic conditions within the Company's markets. The Company does not undertake
to publicly update or revise its forward-looking statements even if experience
or future events make it clear that any projected results expressed or implied
therein will not be realized. Additional information on factors that could
potentially affect the Company's financial results may be found in the Company's
other filings with the Securities and Exchange Commission.
Results of Operations
The following table sets forth unaudited results of operations as a percent of
sales for the periods indicated:
<TABLE>
Thirteen Weeks Ended
May 2, 1998 May 3, 1997
<S> <C> <C>
Sales 100.0% 100.0%
Cost of sales and occupancy expenses 70.0 71.1
------- ----
Gross profit 30.0 28.9
Selling, general and administrative expenses 24.7 24.8
------- ----
Earnings from operations 5.3 4.1
Interest expense - 0.1
Investment income 0.2 0.3
-------- ----
Earnings before income taxes 5.5 4.3
Provision for income taxes 2.1 1.6
-------- -----
Net earnings 3.4% 2.7%
======== ========
</TABLE>
Overview During the first quarter of fiscal 1998, the Company opened seven new
stores, relocated one store, remodeled one store and closed one store, bringing
the total number of stores in operation at quarter end to 229, compared with 209
at the end of the first quarter of fiscal 1997. In the corresponding period of
the previous fiscal year, seven new stores were opened, two stores were
relocated and one store was closed. Net earnings for the first quarter of fiscal
1998 were $7,768,000, or 3.4% of sales, compared with $5,058,000, or 2.7% of
sales, for the first quarter of fiscal 1997.
Sales Sales for the first quarter of fiscal 1998 were $226,714,000, a 19.3%
increase over the $190,057,000 for the first quarter of fiscal 1997. This
increase of $36,657,000 consisted of (i) a 7.1% increase in comparable store
sales of $13,144,000 from the corresponding period of the previous fiscal year
and (ii) additional sales from new and transition stores of $23,513,000.
Gross profit Gross profit for the first quarter of fiscal 1998 was $67,920,000,
or 30.0% of sales, a $12,943,000 increase over the $54,977,000, or 28.9% of
sales, in gross profit for the first quarter of the previous fiscal year. The
1.1% increase in gross profit, as a percent of sales, consists of (i) a decrease
in cost of sales by 0.8% and (ii) a decrease in primarily fixed occupancy costs
by 0.3% due to a substantial increase in sales for the quarter.
Selling, general and administrative expenses Selling, general and administrative
expenses for the first quarter of fiscal 1998 were $55,904,000, or 24.7% of
sales, an increase of $8,659,000 from $47,245,000, or 24.8% of sales, for the
first quarter of the previous fiscal year. Selling, general and administrative
expenses decreased by 0.1%, as a percent of sales, for the first quarter of
fiscal 1998 compared with the first quarter of the previous fiscal year and is
comprised of (i) a 0.3% decrease in payroll expenses, (ii) a 0.2% decrease in
advertising and promotional expenses and (iii) a 0.4% increase in other selling,
general and administrative expenses.
Interest expense Interest expense for the first quarter of fiscal 1998
decreased by $31,000 compared with the first quarter of the previous fiscal
year.
Investment Income Investment income for the first quarter of fiscal 1998
increased by $50,000 compared with the first quarter of the previous fiscal year
primarily as a result of an increase in invested funds during the period.
Income Taxes The provision for income taxes for the first quarter of fiscal 1998
was $4,690,000, for an effective tax rate of 37.7% of earnings before income
taxes, compared with $3,035,000, for an effective tax rate of 37.5% of earnings
before income taxes, for the first quarter of the previous fiscal year. The
increase in the effective tax rate is primarily due to a modest increase in the
effective state income tax rates.
Liquidity and Capital Resources
Financial position The Company's primary sources of liquidity are cash flows
from operations, including credit terms from vendors, and borrowings under its
credit agreement with a consortium of banks. At May 2, 1998, the Company's
working capital was $83,788,000 compared with $50,182,000 at May 3, 1997. At the
end of the first quarter of fiscal 1998 compared with the first quarter of the
previous fiscal year, (i) cash, cash equivalents and investment securities
increased by $16,901,000 and property and equipment increased by $9,500,000 and
(ii) inventories and accounts payable increased by $42,294,000 and $25,924,000,
respectively, in anticipation of the summer selling season as well as an
increase in the number of stores and a strategic build-up of inventory items.
Trade payables, as a percent of inventories, were 65.8% at May 2, 1998 compared
with 67.1% at May 3, 1997.
At May 2, 1998, the Company had an unsecured revolving line of credit from a
consortium of banks, which provides for both cash borrowings for general
corporate purposes and the issuance of letters of credit of up to an aggregate
of $120,000,000 and expires on May 31, 1999. The terms of this credit agreement
require, among other things, maintenance of minimum levels of shareholders'
equity, compliance with certain financial ratios and Mr. Robert M. Goodfriend
remaining as Chairman of the Board or Chief Executive Officer of the Company,
and place restrictions on additional indebtedness, asset disposals, investments,
capital expenditures and the payment of dividends. At May 2, 1998, the Company
had no cash borrowings and $68,941,000 was outstanding for letters of credit
compared with no cash borrowings and $62,035,000 outstanding for letters of
credit at May 3, 1997. In addition, there were no cash borrowings during the
first quarter of fiscal 1998 and 1997, respectively. Letters of credit
outstanding averaged $58,744,000 during the first quarter of fiscal 1998
compared with $38,571,000 during the first quarter of fiscal 1997. The highest
balance of letters of credit outstanding during the first quarter of fiscal 1998
and 1997 was $72,857,000 (in April 1998) and $62,035,000 (in May 1997),
respectively. Refer to Note 2 to Notes to Consolidated Financial Statements.
Cash flows Operating activities used cash of $23,268,000 in the first quarter of
fiscal 1998 compared with $13,785,000 in the first quarter of the previous
fiscal year. Cash used in operating activities during the first quarter of
fiscal 1998 for seasonal inventory increases was $32,942,000 compared with
$34,820,000 for the first quarter of the previous fiscal year. Accounts payable
provided cash of $8,902,000 in the first quarter of fiscal 1998 compared with
$17,187,000 for the first quarter of the previous fiscal year. Depreciation and
amortization amounted to $3,191,000 in the first quarter of fiscal 1998 compared
with $2,614,000 for the first quarter of the previous fiscal year.
Cash flows from investing activities for the first quarter of fiscal 1998
reflected a net use of cash amounting to $4,393,000 compared with $2,650,000 for
the first quarter of the previous fiscal year. The cash was used primarily to
fund capital expenditures incurred relating to new stores opened during the
first quarter of fiscal 1998 and 1997.
Cash provided by financing activities for the first quarter of fiscal 1998
was $11,428,000 compared with $2,698,000 for the first quarter of the previous
fiscal year. The cash management program used by the Company provided cash of
$8,204,000 in the first quarter of fiscal 1998 compared with $1,899,000 in the
corresponding period of the previous fiscal year. The Company received
$1,333,000 in cash and realized a tax benefit of $1,891,000 during the first
quarter of fiscal 1998 compared with $550,000 in cash and a tax benefit of
$249,000 during the first quarter of the previous fiscal year from the issuance
of common stock upon the exercise of stock options.
Outlook The Company plans to open a total of 28 new stores, relocate or remodel
approximately 10 to 12 stores and close two stores during fiscal 1998. During
the second quarter to date, the Company opened three new stores and closed one
store. Management estimates that capital expenditures of approximately
$25,600,000 will be required for opening new stores, upgrading existing stores
and purchasing computer systems and equipment as well as other capital
expenditure requirements during the remainder of fiscal 1998.
The Company's primary needs for capital resources are for the purchase of store
inventories, capital expenditures and for normal operating purposes. Management
believes that cash flows from operations, including credit terms from vendors,
and the borrowings available under the credit agreement will be sufficient to
meet the Company's operating and capital expenditure requirements.
<PAGE>
Year 2000 The Year 2000 issue is the result of computer programs written using
two digits rather than four to define the applicable year. Any of the Company's
computer programs that have time-sensitive software may recognize a date using
"00" as the year 1900 rather than the year 2000. This could result in a system
failure or miscalculations causing disruptions of operations, including, among
other things, a temporary inability to process transactions or engage in similar
normal business activities.
A favorable by-product of the replacements or enhancements to the Company's core
business systems, associated with a strategic plan initiated by the Company in
1995, is the assurance that the systems are or will be Year 2000 compliant. A
Year 2000 task force, formed by the Company to address the Year 2000 issue, is
evaluating all other programs and systems that may need to be upgraded or
replaced to ensure their Year 2000 compliance.
The Company does not believe that its future costs relating to the Year 2000
issues will have a material impact on the Company's consolidated financial
position, results of operations or cash flows. The Company is not yet in a
position to assess whether its vendors and other business partners will attain
Year 2000 compliance in a timely manner or the impact of any such
non-compliance.
Seasonality and inflation The Company's business is seasonal by nature. The
Christmas season (beginning the Sunday before Thanksgiving and ending on the
first Saturday after Christmas), the back-to-school season (beginning
approximately the first week of August and continuing through the first week of
September) and the Easter season (beginning approximately two weeks before
Easter Sunday and ending on the Saturday preceding Easter) collectively
accounted for approximately 34.5% of the Company's annual sales based on the
Company's last three fiscal years ended January 31, 1998. In general, sales
volume varies directly with customer traffic, which is heaviest during the third
and fourth quarters of a fiscal year. Because of the seasonality of the
Company's business, results for any quarter are not necessarily indicative of
the results that may be achieved for the full year.
Inflation can affect the costs incurred by the Company in the purchase of its
merchandise, the leasing of its stores and certain components of its selling,
general, and administrative expenses. During the last three fiscal years ended
January 31, 1998, inflation has not adversely affected the Company's business,
although there can be no assurance that inflation will not have a material
adverse effect in the future.
Item 3 - Quantitative and Qualitative Disclosures about Market Risk
The Company has no material investments or risks in market risk sensitive
instruments.
<PAGE>
PART II - OTHER INFORMATION
Item 1 - Legal Proceedings - None
- ----------------------------
Item 2. - Changes in Securities and Use of Proceeds - None
- ----------------------------------------------------
Item 3. - Defaults Upon Senior Securities - None
Item 4. - Submission of Matters to a Vote of Security Holders - None
- ---------------------------------------------------------------
Item 5. - Other Information - None
Item 6. - Exhibits and Reports on Form 8-K
a) Exhibits -
15 - Accountants' Awareness Letter
27 - Financial Data Schedule
b) Reports on Form 8-K - None
<PAGE>
GOODY'S FAMILY CLOTHING, INC.
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.
GOODY'S FAMILY CLOTHING, INC.
(Registrant)
Date: May 19, 1998 /s/ Harry M. Call
------------------------ --------------------
Harry M. Call
Director, President and
Chief Operating Officer
Date: May 19, 1998 /s/ Edward R. Carlin
------------------------ -----------------------
Edward R. Carlin
Executive Vice President,
Chief Financial Officer
and Secretary
(Principal Financial Officer)
Date: May 19, 1998 /s/ David G. Peek
------------------------ --------------------
David G. Peek
Vice President, Corporate
Controller and Chief
Accounting Officer
(Principal Accounting Officer)
<PAGE>
Exhibit 15
Goody's Family Clothing, Inc.
Knoxville, Tennessee
We have made a review, in accordance with standards established by the American
Institute of Certified Public Accountants, of the unaudited interim financial
information of Goody's Family Clothing, Inc. for the periods ended May 2, 1998
and May 3, 1997, as indicated in our report dated May 19, 1998; because we did
not perform an audit, we expressed no opinion on that information.
We are aware that our report referred to above, which is included in your
Quarterly Report on Form 10-Q for the quarter ended May 2, 1998, is incorporated
by reference in Registration Statements Nos. 333-32357, 33-51210, 33-68520,
333-00052 and 333-09595 on Form S-8.
We also are aware that the aforementioned report, pursuant to Rule 436(c) under
the Securities Act of 1933, is not considered a part of the Registration
Statement prepared or certified by an accountant or a report prepared or
certified by an accountant within the meaning of Sections 7 and 11 of that Act.
/s/ Deloitte & Touche LLP
Atlanta, Georgia
May 19, 1998
<PAGE>
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
CONSOLIDATED BALANCE SHEET AS AT MAY 2, 1998 AND THE RELATED CONSOLIDATED
STATEMENTS OF OPERATIONS FOR THE THIRTEEN-WEEK PERIOD ENDED ON MAY 2, 1998 AND
IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<CIK> 0000879123
<NAME> Goody's Family Clothing, Inc.
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> Jan-30-1999
<PERIOD-START> Feb-01-1998
<PERIOD-END> May-02-1998
<CASH> 47,941
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 184,609
<CURRENT-ASSETS> 252,220
<PP&E> 153,764
<DEPRECIATION> 55,414
<TOTAL-ASSETS> 353,602
<CURRENT-LIABILITIES> 168,432
<BONDS> 608
0
0
<COMMON> 29,532
<OTHER-SE> 141,517
<TOTAL-LIABILITY-AND-EQUITY> 353,602
<SALES> 226,714
<TOTAL-REVENUES> 226,714
<CGS> 158,794
<TOTAL-COSTS> 55,904
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 94
<INCOME-PRETAX> 12,458
<INCOME-TAX> 4,690
<INCOME-CONTINUING> 7,768
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 7,768
<EPS-PRIMARY> 0.47
<EPS-DILUTED> 0.45
</TABLE>