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 April 30, 1999
----------------
OR
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from to
---------- -----------
For Quarter Ended Commission file number 0-19633
--------- -------
ENGLE HOMES, INC.
- --------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
FLORIDA 59-2214791
- ------------------------------- ---------------------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
123 N.W. 13th Street
Boca Raton, Florida 33432
- ------------------------------- --------------------------------
(Address of principal executive offices) (Zip code)
(Registrant's telephone number, including area code) (561) 391-4012
----------------------
NONE
- --------------------------------------------------------------------------
(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 report(s), and (2) has been subject to filing requirements
for the past 90 days.
YES x NO
------ ------
Number of shares of common stock outstanding as of April 30, 1999: 11,200,390
PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
<TABLE>
ENGLE HOMES, INC. AND SUBSIDIARIES
Condensed Consolidated Balance Sheets
(dollars in thousands)
<CAPTION>
April 30, October 31,
1999 1998
----------- -----------
(Unaudited)
<S> <C> <C>
ASSETS
CASH
Unrestricted $ 65,029 $ 20,041
Restricted 2,167 1,074
INVENTORIES 368,627 352,620
PROPERTY AND EQUIPMENT, net 6,206 4,339
OTHER ASSETS 26,076 22,293
GOODWILL 5,330 5,291
MORTGAGE LOANS HELD FOR SALE 26,274 25,770
--------- ----------
TOTAL ASSETS $ 499,709 $ 431,428
========= ==========
LIABILITIES
ACCOUNTS PAYABLE AND ACCRUED LIABILITIES $ 27,804 $ 26,570
CUSTOMER DEPOSITS 15,081 12,227
BORROWINGS 9,777 55,856
SENIOR NOTES PAYABLE 248,069 149,281
FINANCIAL SERVICES BORROWINGS 26,274 25,770
--------- ---------
TOTAL LIABILITIES $ 327,005 $ 269,704
--------- ---------
SHAREHOLDERS' EQUITY
PREFERRED STOCK, $.01 par, share authorized
1,000,000, none issued
COMMON STOCK, $.01 par, shares authorized
25,000,000; issued and outstanding 11,200,390
and 11,169,237, respectively 112 112
ADDITIONAL PAID-IN CAPITAL 103,517 103,134
RETAINED EARNINGS 69,075 58,478
--------- ---------
TOTAL SHAREHOLDERS' EQUITY 172,704 161,724
--------- ---------
$ 499,709 $ 431,428
========= =========
<FN>
See accompanying notes to condensed consolidated financial statements.
</FN>
</TABLE>
2
<TABLE>
ENGLE HOMES, INC. AND SUBSIDIARIES
Consolidated Statements of Income
(Unaudited)
(dollars in thousands, except per share data)
<CAPTION>
THREE MONTHS ENDED SIX MONTHS ENDED
APRIL 30, 1999 APRIL 30, 1999
------------------- --------------------
1999 1998 1999 1998
--------- -------- --------- ---------
<S> <C> <C> <C> <C>
REVENUES
Sales of homes $ 175,186 $ 116,162 $ 318,220 $ 195,352
Sales of land 635 3,004 2,034 10,365
Rent and other 815 662 1,867 1,168
Financial services 5,861 4,515 11,095 7,867
--------- --------- --------- ---------
182,497 124,343 333,216 214,752
--------- --------- --------- ---------
COSTS AND EXPENSES
Cost of sales - homes 148,214 99,194 269,469 165,029
Cost of sales - land 609 2,708 1,932 9,333
Selling, marketing, general
and administrative 17,171 12,635 32,654 22,731
Depreciation and amortization 1,305 706 2,470 1,235
Financial services 4,146 3,053 7,976 5,668
--------- --------- --------- ---------
171,445 118,296 314,501 203,996
--------- --------- --------- ---------
INCOME BEFORE INCOME TAX 11,052 6,047 18,715 10,756
Provision for income taxes 4,266 2,328 7,224 4,141
--------- --------- --------- ---------
INCOME BEFORE EXTRAORDINARY ITEM 6,786 3,719 11,491 6,615
Loss on extinguishment of debt,
net of income taxes (212) (810)
--------- --------- --------- ---------
NET INCOME $ 6,786 $ 3,507 $ 11,491 $ 5,805
========= ========= ========= =========
Income per share
Basic $ 0.35 $ 0.75
Diluted $ 0.34 $ 0.74
Basic - extraordinary item $ (0.02) $ (0.09)
Diluted - extraordinary item $ (0.02) $ (0.09)
Net income per share
Basic $ 0.61 $ 0.33 $ 1.03 $ 0.66
Diluted $ 0.60 $ 0.32 $ 1.02 $ 0.65
Shares used in earnings per
share calculations
Basic 11,197 10,634 11,190 8,769
Diluted 11,239 10,837 11,281 8,964
<FN>
See accompanying notes to condensed consolidated financial statements.
</FN>
</TABLE>
3
<TABLE>
ENGLE HOMES, INC. AND SUBSIDIARIES
Condensed Consolidated Statement of Shareholders' Equity
For the Six Months Ended April 30, 1999
(Unaudited)
(in thousands)
<CAPTION>
COMMON STOCK ADDITIONAL
-------------- PAID-IN RETAINED
SHARES AMOUNT CAPITAL EARNINGS TOTAL
------ ------ ---------- --------- ---------
<S> <C> <C> <C> <C> <C>
Amounts at
October 31, 1998 11,169 $ 112 $ 103,134 $ 58,478 $161,724
Net Income for the
Six Months Ended
April 30, 1999 11,491 11,491
Dividends to
Shareholders (894) (894)
Common stock issued
in connection with
employee stock bonus
plan 21 287 287
Common stock issued
in connection with
exercise of stock
options 10 96 96
------- ------ --------- -------- --------
Amounts at
April 30, 1999 11,200 $ 112 $ 103,517 $ 69,075 $172,704
======= ====== ========= ======== ========
<FN>
See accompanying notes to condensed consolidated financial statements.
</FN>
</TABLE>
4
<TABLE>
ENGLE HOMES, INC. AND SUBSIDIARIES
Condensed Consolidated Statements of Cash Flows
(Unaudited)
(dollars in thousands)
<CAPTION>
SIX MONTHS ENDED
APRIL 30,
---------------------
1999 1998
--------- ---------
<S> <C> <C>
NET CASH REQUIRED BY OPERATING ACTIVITIES $ (943) $ (94,424)
--------- ---------
CASH FLOWS FROM INVESTING ACTIVITIES
Net acquisitions of property and equipment (3,779) (1,864)
--------- ---------
Net cash required by investing activities (3,779) (1,864)
--------- ---------
CASH FLOWS FROM FINANCING ACTIVITIES
Increase in borrowings 22,000 108,136
Repayment of borrowings (68,079) (130,902)
Proceeds from issuance of senior notes 96,587 97,625
Redemption of subordinated bonds (14,970)
Proceeds from issuance common stock 39,503
Distribution to shareholders (894) (724)
Stock options exercised 96 86
--------- ---------
Net cash provided by
financing activities 49,710 98,754
--------- ---------
NET INCREASE IN CASH 44,988 2,466
CASH AT BEGINNING OF PERIOD 20,041 15,565
--------- ---------
CASH AT END OF PERIOD $ 65,029 $ 18,031
========= =========
<FN>
See accompanying notes to condensed consolidated financial statements.
</FN>
</TABLE>
5
ENGLE HOMES, INC. AND SUBSIDIARIES
Notes to Condensed Consolidated Financial Statements
NOTE 1 BASIS OF PRESENTATION AND BUSINESS
These statements do not contain all information required by generally
accepted accounting principles that are included in a full set of financial
statements. In the opinion of management, the accompanying unaudited condensed
consolidated financial statements reflect all adjustments necessary to present
fairly the financial position of Engle Homes, Inc. and subsidiaries ("the
Company") at April 30, 1999 and results of its operations and its cash flows
for the period then ended and period ended April 30, 1998. These unaudited
condensed consolidated financial statements should be read in conjunction with
the audited financial statements and notes contained in the Company's Form 10-K
for the year ended October 31, 1998. Results of operations for this period are
not necessarily indicative of results to be expected for the full year.
Engle Homes, Inc. and subsidiaries are engaged principally in construction
and sale of residential homes and land development in Florida; Dallas, Texas;
Denver, Colorado; Raleigh, North Carolina; Atlanta, Georgia; Phoenix, Arizona
and Virginia. Ancillary products and services to its residential homebuilding
include land sales to other builders, origination and sale of mortgage loans,
and title transfer services. The consolidated financial statements include the
accounts of the Company and all subsidiaries. All significant intercompany
balances and transactions have been eliminated in consolidation.
<TABLE>
NOTE 2 INVENTORIES (dollars in thousands)
<CAPTION>
April 30, October 31,
1999 1998
--------- -----------
<S> <C> <C>
Land and improvements for residential homes
under development $ 271,051 $ 269,044
Residential homes under construction 97,576 83,576
--------- ---------
$ 368,627 $ 352,620
========= =========
</TABLE>
<TABLE>
NOTE 3 CAPITALIZATION OF INTEREST (dollars in thousands)
Included in inventory is the following:
<CAPTION>
For the Three Months For the Six Months
Ended April 30 Ended April 30,
-------------------- --------------------
1999 1998 1999 1998
--------- --------- --------- ---------
<S> <C> <C> <C> <C>
Interest capitalized,
beginning of period $ 16,804 $ 16,201 $ 16,326 $ 16,378
Interest incurred and
capitalized 4,563 4,304 9,258 8,277
Amortized to cost of sales-homes (4,837) (3,588) (8,984) (6,648)
Amortized to cost of sales-land ( 15) (300) ( 85) (1,390)
--------- --------- --------- ---------
Interest capitalized, end of
period $ 16,515 $ 16,617 $ 16,515 $ 16,617
========= ========= ========= =========
6
</TABLE>
NOTE 4 SHAREHOLDERS' EQUITY AND DEBT
On February 25, 1999, the Company declared a cash dividend of $.04 per
share to shareholders of record on March 16, 1999, which was paid on
April 5, 1999.
On April 23, 1999, the Company sold in a private placement pursuant to Rule
144A, $100,000,000 of 9.25% Series B Senior Notes due 2008 (Series B Notes).
The Company used the net proceeds of approximately $96.6 million from the Series
B Notes primarily to repay bank indebtedness and general corporate purposes
including land acquisition.
7
NOTE 5 - EARNINGS PER SHARE (dollars in thousands except share data)
<TABLE>
Basic and diluted earnings per share before extraordinary items are
calculated as follows:
<CAPTION>
For the Three Months For the Six Months
Ended April 30, Ended April 30,
1999 1998 1999 1998
-------- -------- -------- --------
<S> <C> <C> <C> <C>
Basic:
Income before extraordinary items $ 6,786 $ 3,719 $ 11,491 $ 6,615
Weighted average number of shares
outstanding 11,197 10,634 11,190 8,769
Basic earnings per share 0.61 0.35 1.03 0.75
Diluted:
Income before extraordinary items $ 6,786 $ 3,719 $ 11,491 $ 6,615
======== ======== ======== ========
Weighted average number of common
shares outstanding 11,197 10,634 11,190 8,769
Options to acquire common stock 42 203 91 195
-------- -------- -------- --------
Diluted weighted average common
shares outstanding 11,239 10,837 11,281 8,964
-------- -------- -------- --------
Diluted earnings per share
before extraordinary items 0.60 0.34 1.02 0.74
======== ======== ======== ========
</TABLE>
8
Part 1 - Item II
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
General
<TABLE>
The following table sets forth for the periods indicated certain items of
the Company's financial statements expressed as a percentage of the Company's
total revenues:
<CAPTION>
For the Three For the Six
Months Ended Months Ended
April 30, April 30,
----------------- -----------------
1999 1998 1999 1998
------- ------- ------- -------
<S> <C> <C> <C> <C>
Total Revenues 100.0% 100.0% 100.0% 100.0%
Costs of home construction and
land sales 81.5 82.0 81.4 81.2
Selling, marketing, general and
administrative expense 9.4 10.2 9.8 10.6
Income before taxes 6.1 4.9 5.6 5.0
</TABLE>
<TABLE>
Backlog
Sales of the Company's homes are generally made pursuant to a standard
contract which requires a down payment of up to 10% of the sales price. The
contract includes a financing contingency which permits the customer to cancel
in the event mortgage financing at prevailing interest rates (including
financing arranged by the Company) is unobtainable within a specified period,
typically four to six weeks. The Company includes an undelivered home sale in
its backlog upon execution of the sales contracts and receipt of the down
payment. Revenue is recognized only upon the closing and delivery of a home.
The Company estimates that the average period between the execution of a
purchase agreement for a home and delivery is approximately six months. The
following table sets forth the Company's backlog for the periods indicated:
<CAPTION>
April 30,
(dollars in thousands)
1999 1998
---------------- ----------------
Units Dollars Units Dollars
----- --------- ----- ---------
<S> <C> <C> <C> <C>
South Florida 398 91,400 356 $ 72,300
Orlando 476 93,800 300 56,200
West Coast Florida 208 35,300 201 33,900
Texas 157 28,000 163 24,700
Denver 247 53,200 169 33,900
Virginia/Maryland 167 41,300 73 19,400
North Carolina 34 7,900 19 3,700
Atlanta, Georgia 58 10,600 8 1,200
Arizona 283 60,100 155 32,800
----- --------- ------ ---------
TOTAL 2,028 $ 421,600 1,444 $ 278,100
===== ========= ====== =========
</TABLE>
9
The increase in unit backlog at April 30, 1999 was due to a record 1,145
new homes sales contracts during the three months ended April 30, 1999. This
represents a 8.5% increase in the number of new home sales contracts signed,
when compared with 1055 contracts in the quarter ended April 30, 1998. The
Company is currently marketing in 95 subdivisions at April 30, 1999, compared
to 82 subdivisions at April 30, 1998. At April 30, 1999, the Company was
marketing 16 subdivisions in South Florida; 16 in Central Florida; 19 in West
Coast Florida; 9 in Denver, CO; 10 in Dallas, TX; 7 in Virginia; 3 in Raleigh,
North Carolina; 10 in Phoenix, Arizona and 5 in Atlanta, Georgia.
Result of Operations:
Three Months Ended April 30, 1999 compared to April 30, 1998.
The Company's revenues from home sales for the quarter ended April 30, 1999
increased $59.0 million (or 50.8%) compared to the same period in fiscal 1998.
The number of homes delivered increased 41.8% (to 875 from 617) and the average
selling price of homes delivered increased 6.4% (to $200,000 from $188,000).
The increase of revenues and homes delivered is primarily attributable to an
increased level of backlog at the beginning of the current quarter compared with
the prior year period. Management believes that changes in the average selling
price of homes delivered from period to period are attributable to discrete
factors at each of its subdivisions, including product mix and premium lot
availability, and cannot be predicted for future periods with any degree of
certainty.
The Company's revenues from land sales decreased approximately $2.4 million
during the three months ended April 30, 1999, as compared to the same period
in fiscal 1998, primarily as a result of a decrease in commercial land sales at
Pembroke Falls, a master-planned community in South Florida.
Cost of home sales increased $49.0 million (or 49.4%) compared to the
quarter ended April 30, 1998 primarily due to the related increase in home sale
revenues. Cost of home sales as a percentage of home sales decreased to 84.6%
from 85.4% as a result of the product mix of homes delivered.
The Company's selling, marketing, general and administrative ("S,G&A")
expenses increased approximately $4.5 million (or 35.9%) during the three months
ended April 30, 1999, as compared to the corresponding fiscal 1998 period,
primarily due to selling and marketing expenses associated with the increased
number of homes delivered during the period and an increase in selling
expenditures related to an increase in the number of residential subdivisions.
S,G&A expenses as a percentage of total revenues for the three months ended
April 30, 1999 decreased to 9.4% compared to 10.2%, primarily due to an increase
in home sales revenues for the period as compared to the prior year.
Primarily as a result of an increase in revenues, income before
extraordinary items increased by $3.1 million in the three months ended April
30, 1999 from the comparable period in fiscal 1998.
Six months Ended April 30, 1999 compared to April 30, 1998.
The Company's revenues from home sales for the six months ended April 30,
1999 increased 122.9 million (or 62.9%) compared to the same period in fiscal
1998. The number of homes delivered increased 59.1% (to 1604 from 1008) and the
average selling price of homes delivered increased 2.1% (to $198,000 from
$194,000). The increase of revenues and homes delivered is primarily
attributable to an increased level of backlog at the beginning of the current
period compared with the prior year period. Management believes that changes
in the average selling price of homes delivered from period to period are
attributable to discrete factors at each of its subdivisions, including product
10
mix and premium lot availability, and cannot be predicted for future period with
any degree of certainty.
The Company's revenues from land sales decreased approximately $8.3 million
during the six months ended April 30, 1999, as compared to the same period in
fiscal 1998, primarily as a result of a decrease in commercial land sales at
Pembroke Falls, a master-planned community in South Florida.
Cost of home sales increased $104.4 million (or 63.3%) compared to the same
period in fiscal 1998 primarily due to the related increase in home sale
revenues. Cost of home sales as a percentage of home sales were comparable for
the six months ended April 30, 1999 and the same period in fiscal year 1998.
The Company's selling, marketing, general and administrative ("S,G&A")
expenses increased approximately $9.9 million (or 43.7%) during the six months
ended April 30, 1999, as compared to the corresponding fiscal 1998 period,
primarily due to selling and marketing expenses associated with the increased
number of homes delivered during the period and an increase in selling
expenditures related to an increase in the number of residential subdivisions.
S,G&A expenses as a percentage of total revenues for the six months ended April
30, 1999 decreased to 9.8% compared to 10.6% primarily due to the increased
number of homes delivered during the period and an increase in selling
expenditures related to an increase in the number of residential subdivisions.
Primarily as a result of the increase in revenues, income before
extraordinary items increased by $4.9 million in the six months ended April 30,
1999 from the comparable period in fiscal 1998.
Liquidity and Capital Resources
The Company's financing needs are provided by cash flows from operations,
unsecured bank borrowings and from time to time the public debt and equity
markets.
Cash flow from operations, before inventory additions, has improved as a
result of increased revenue from all homebuilding divisions. The Company
anticipates that cash flow from operations before inventory additions will
continue to increase in fiscal year 1999 as a result of increased new home
deliveries.
On April 23, 1999, the Company sold in a private placement pursuant to Rule
144A, $100,000,000 of 9.25% Series B Senior Notes due 2008 (Series B Notes).
The Company used the net proceeds of approximately $96.6 million from the Series
B Notes primarily to repay bank indebtedness and general corporate purposes
including land acquisition.
The Company has a $170 million unsecured revolving credit facility with
various banks which extends through May 2001. At April 30, 1999 the Company had
outstanding borrowings of $100,000 and $7.8 million of letters of credit
outstanding. The Company believes that funds generated from operations and
expected borrowing availability under the Credit Facility will be sufficient to
fund the Company's working capital requirements during fiscal 1999, with the
exception of major land acquisitions, if any.
In addition, Preferred Home Mortgage Company (PHMC) has a warehouse line
of credit for $30.0 million which is guaranteed by the Company. At April 30,
1999 the outstanding balance was $26.3 million to service origination of
mortgage loans. In May 1999, the Company's warehouse line of credit lender has
agreed to increase the line of credit to $40 million. The Company believes that
this line is sufficient for its mortgage banking operation for the remainder of
fiscal 1999.
11
Management does not anticipate that PHMC'S expansion of its operation will
significantly impact liquidity because the mortgages are generally sold within
a short period of time after their origination to the Federal National Mortgage
Association (FNMA) or other qualified investors. PHMC has established the
capability to retain the servicing of loans, however, during fiscal 1999 all
servicing rights were sold.
LAND ACQUISITION. The Company is continually exploring opportunities to
purchase parcels of land for its homebuilding operations and is, at any given
time, in various stages of proposing, making offers for, and negotiating the
acquisition of various parcels, whether outright or through options. The
Company has continued to increase its land development and construction
activities in response to current and anticipated demand and expects to pursue
additional land acquisition and development opportunities in the future.
Risk Relating to the "Year 2000 Issue"
The Company has done an assessment of the homebuilding and coporate
operations that utilize the significant information technology ("IT") system and
non-IT systems ("Systems) (embedded technology such as microprocessors in office
equipment). The Company believes that the IT system is Year 2000 compliant in
all material respects.
The Company has replaced certain non-compliant Systems and is in the
process of replacing others. These Systems are not critical to the material
operations of the Company. In substantially all of the cases, the replacement
or upgrading of the non-compliant Systems has occurred or will occur prior to
any exposure to the year 2000. The Company does not believe that the non-
compliant Systems pose a material risk to the financial condition of the Company
and the cost of replacing, upgrading or otherwise changing the non-compliant
Systems will have a material adverse effect. The Company cannot currently
determine to what extent the Year 2000 issue will affect the Systems of
governmental agencies on which the Company is dependent for zoning, building
permits and related matters that are critical to the Company's operation.
The Company has surveyed and continues to survey its significant vendors,
subcontractors, suppliers and financial institutions to assess their readiness
for the year 2000. To date, the responses have indicated their readiness or
anticipated readiness to the year 2000 issue.
The Company believes the most likely Year 2000 worst-case scenario would
be the failure of some vendors, subcontractors or other third parties to achieve
compliance, resulting in a slowdown of the Company's operations. In order to
address the potential non-compliance of third parties affecting the Company's
operations, the Company will continue to survey it largest suppliers,
subcontractors and vendors.
The Company is currently developing its Year 2000 contingency plan.
Safe Harbor Statement Under the Private Securities Litigation Reform Act of 1995
The Private Securities Litigation Reform Act of 1995 provides a "safe
harbor" for forward-looking statements. Certain information included in this
Report and other such Company filings (collectively, "SEC filings") under the
Securities Act of 1933, as amended, and the Securities Exchange Act of 1934, as
amended (as well as information communicated orally or in writing between the
dates of such SEC filings) contains or may contain information that is forward
looking, related to subject matter such as national and local economic
conditions, the effect of governmental regulation on the Company, the
competitive environment in which the Company operates, changes in interest
12
rates, home prices, availability and cost of land for future growth,
availability of working capital and the availability and cost of labor and
materials. Such forward looking information involves important risks and
uncertainties that could significantly affect expected results. These risks
and uncertainties are addressed in this and other SEC filings.
13
Part II - Other Information
Item 1-3 Not applicable.
Item 4. Submission of Matters to a vote of Security Holders.
The 1999 Annual Meeting of Shareholders of Enble Homes, Inc. was held
on February 5, 1999. Matters voted upon at the meeting:
1. Election of Board of Directors. Persons being elected:
Votes Votes Votes Broker
Nominees For Against Withheld Non-Votes
---------------- ---------- --------- -------- ---------
Alec Englestein 10,290,653 - 28,313 -
Harry Englestein 10,290,653 - 28,313 -
John A. Kraynick 10,290,653 - 28,313 -
David Shapiro 10,290,653 - 28,313 -
Ron Korn 10,290,653 - 28,313 -
Henry Fishkind 10,290,653 - 28,313 -
Alan Shulman 10,290,653 - 28,313 -
2. Proposal to approve incentive compensation for Alec Englestein, The
Chairman of the Board, President and Chief Executive Officer:
Votes Votes Votes Broker
For Against Withheld Non-Votes
---------- --------- -------- ---------
10,035,923 268,255 14,787 -
14
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.
ENGLE HOMES, INC.
-----------------
(Registrant)
Date: MAY 25, 1999 \s\ ALEC ENGELSTEIN
- ------------------------ ------------------------
Alec Engelstein
Chief Executive Officer
Date: MAY 25, 1999 \s\ DAVID SHAPIRO
- ------------------------ ------------------------
David Shapiro
Chief Financial Officer
15
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> OCT-31-1999
<PERIOD-END> APR-30-1999
<CASH> 67196
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 368627
<CURRENT-ASSETS> 0
<PP&E> 6206
<DEPRECIATION> 0
<TOTAL-ASSETS> 499709
<CURRENT-LIABILITIES> 0
<BONDS> 248069
0
0
<COMMON> 112
<OTHER-SE> 172592
<TOTAL-LIABILITY-AND-EQUITY> 499709
<SALES> 320254
<TOTAL-REVENUES> 333216
<CGS> 271401
<TOTAL-COSTS> 271401
<OTHER-EXPENSES> 43100
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 18715
<INCOME-TAX> 7224
<INCOME-CONTINUING> 11491
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 11491
<EPS-BASIC> 1.03
<EPS-DILUTED> 1.02
</TABLE>
