<PAGE> 1
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 JUNE 30, 1996
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 1-10934
LAKEHEAD PIPE LINE PARTNERS, L.P.
(Exact name of Registrant as specified in its charter)
Delaware 39-1715850
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
LAKE SUPERIOR PLACE
21 WEST SUPERIOR STREET
DULUTH, MN 55802-2067
(Address of principal executive offices and zip code)
(218) 725-0100
(Registrant's telephone number, including area code)
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
--- ---
The Registrant had 20,090,000 Preference Units outstanding as at August 1,
1996.
<PAGE> 2
PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
LAKEHEAD PIPE LINE PARTNERS, L.P.
CONSOLIDATED STATEMENT OF INCOME
<TABLE>
<CAPTION>
- --------------------------------------------------------------------------------------------------
Three months ended Six months ended
June 30, June 30,
(unaudited; dollars in millions, except per unit amounts) 1996 1995 1996 1995
- --------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Operating Revenue (Note 3) $ 65.9 $68.7 $133.9 $133.6
- --------------------------------------------------------------------------------------------------
Expenses
Power 14.4 16.3 30.9 32.4
Operating and administrative 13.9 15.4 30.2 31.6
Depreciation 10.0 9.4 19.9 18.9
Provision for prior years' rate refunds (Note 3) - - 22.1 22.9
- --------------------------------------------------------------------------------------------------
38.3 41.1 103.1 105.8
- --------------------------------------------------------------------------------------------------
Operating Income 27.6 27.6 30.8 27.8
Interest Income 2.4 1.8 4.6 3.3
Interest Expense (Note 3) (10.5) (9.6) (24.3) (20.7)
Minority Interest (0.3) (0.3) (0.2) (0.2)
- --------------------------------------------------------------------------------------------------
Net Income (Note 3) $ 19.2 $19.5 $ 10.9 $ 10.2
==================================================================================================
Net Income Per Unit (Note 2) $ 0.78 $0.79 $ 0.43 $ 0.40
==================================================================================================
Cash Distributions Paid Per Unit $ 0.64 $0.64 $ 1.28 $ 1.28
==================================================================================================
</TABLE>
See accompanying notes to the consolidated financial statements.
2
<PAGE> 3
LAKEHEAD PIPE LINE PARTNERS, L.P.
CONSOLIDATED STATEMENT OF CASH FLOWS
<TABLE>
<CAPTION>
- -----------------------------------------------------------------------------------------
Six months ended
June 30,
(unaudited; dollars in millions) 1996 1995
- -----------------------------------------------------------------------------------------
<S> <C> <C>
Operating Activities
Net income $ 10.9 $ 10.2
Adjustments to reconcile net income to
cash provided from operating activities:
Depreciation 19.9 18.9
Accrued rate refunds and related interest (Note 3) 36.0 35.5
Other - 0.5
Changes in operating assets and liabilities:
Accounts receivable and other current assets (3.3) 2.0
Materials and supplies (0.3) (0.3)
General Partner and affiliates (2.0) (0.9)
Accounts payable and accrued liabilities 11.8 (12.0)
Interest payable (1.1) 0.6
Property and other taxes (4.0) (0.8)
- -----------------------------------------------------------------------------------------
67.9 53.7
- -----------------------------------------------------------------------------------------
Investing Activities
Additions to property, plant and equipment (36.6) (11.8)
Short-term investments, net (13.5) (14.5)
- -----------------------------------------------------------------------------------------
(50.1) (26.3)
- -----------------------------------------------------------------------------------------
Financing Activities
Issuance of variable rate financing (Note 6) 31.0 -
Distributions to partners (31.4) (31.4)
Minority interest (0.3) (0.3)
- -----------------------------------------------------------------------------------------
(0.7) (31.7)
- -----------------------------------------------------------------------------------------
Increase (Decrease) in Cash and Cash Equivalents(1) 17.1 (4.3)
Cash and Cash Equivalents at Beginning of Period 77.0 42.0
- -----------------------------------------------------------------------------------------
Cash and Cash Equivalents at End of Period $ 94.1 $ 37.7
=========================================================================================
</TABLE>
(1) Cash equivalents are defined as all highly marketable securities with a
maturity of three months or less when purchased. Short-term investments
are those marketable securities which have a maturity of more than three
months when purchased.
See accompanying notes to the consolidated financial statements.
3
<PAGE> 4
LAKEHEAD PIPE LINE PARTNERS, L.P.
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
<TABLE>
<CAPTION>
- ---------------------------------------------------------------------------------------------
June 30, December 31,
(unaudited, except for December 31, 1995; dollars in millions) 1996 1995
- ---------------------------------------------------------------------------------------------
<S> <C> <C>
ASSETS
Current Assets
Cash and cash equivalents $ 94.1 $ 77.0
Short-term investments 89.2 75.7
Due from General Partner and affiliates 0.7 -
Accounts receivable and other current assets 29.8 26.5
Materials and supplies 5.7 5.4
- ---------------------------------------------------------------------------------------------
219.5 184.6
- ---------------------------------------------------------------------------------------------
Deferred Charges and Other Assets 5.6 5.5
- ---------------------------------------------------------------------------------------------
Property, Plant and Equipment
At cost 845.4 808.8
Accumulated depreciation (103.6) (83.7)
- ---------------------------------------------------------------------------------------------
741.8 725.1
- ---------------------------------------------------------------------------------------------
$ 966.9 $915.2
=============================================================================================
LIABILITIES AND PARTNERS' CAPITAL
Current Liabilities
Due to General Partner and affiliates $ - $ 1.3
Accounts payable and accrued liabilities 25.0 13.2
Interest payable 1.4 2.5
Property and other taxes 8.2 12.2
Accrued rate refunds and related interest (Note 3) 114.5 78.5
- ---------------------------------------------------------------------------------------------
149.1 107.7
Long-Term Debt (Note 6) 426.0 395.0
Minority Interest 1.2 1.4
Contingencies (Note 4)
- ---------------------------------------------------------------------------------------------
576.3 504.1
- ---------------------------------------------------------------------------------------------
Partners' Capital
General Partner 1.4 1.5
Common Unitholder (units issued - 3,912,750) 19.3 21.7
Preference Unitholders (units issued - 20,090,000) 369.9 387.9
- ---------------------------------------------------------------------------------------------
390.6 411.1
- ---------------------------------------------------------------------------------------------
$966.9 $915.2
=============================================================================================
</TABLE>
See accompanying notes to the consolidated financial statements.
4
<PAGE> 5
LAKEHEAD PIPE LINE PARTNERS, L.P.
CONSOLIDATED STATEMENT OF PARTNERS' CAPITAL
<TABLE>
<CAPTION>
- ----------------------------------------------------------------------------------------------
(unaudited, except for December 31, 1995; General Common Preference
dollars in millions) Partner Unitholder Unitholders Total
- ----------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Partners' Capital at December 31, 1995 $ 1.5 $21.7 $387.9 $411.1
Net Income Allocation 0.6 2.6 7.7 10.9
Distributions to Partners (0.7) (5.0) (25.7) (31.4)
- ----------------------------------------------------------------------------------------------
Partners' Capital at June 30, 1996 $ 1.4 $19.3 $369.9 $390.6
==============================================================================================
</TABLE>
See accompanying notes to the consolidated financial statements.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
1. Basis of Presentation
The accompanying unaudited consolidated financial statements have been
prepared in accordance with United States generally accepted accounting
principles for interim financial information and with the instructions to
Form 10-Q and Rule 10-01 of Regulation S-X. Accordingly, they do not
include all the information and footnotes required by generally accepted
accounting principles for complete financial statements. In the opinion of
management, they contain all adjustments, consisting of normal recurring
adjustments, and non-recurring adjustments to both the first quarter of 1995
reflecting a 1995 Federal Energy Regulatory Commission ("FERC") decision
and the first quarter of 1996 reflecting a July 1996 agreement in principal
on all outstanding contested tariff rates, which management considers
necessary to present fairly the financial position as at June 30, 1996 and
December 31, 1995; the results of operations for the three month and six
month periods ended June 30, 1996 and 1995; and cash flows for the six month
periods ended June 30, 1996 and 1995. The results of operations for the six
months ended June 30, 1996 should not be taken as directly indicative of the
results to be expected for the full year. The interim financial statements
should be read in conjunction with the Partnership's consolidated financial
statements and notes thereto presented in the Partnership's 1995 Annual
Report on Form 10-K. Certain comparative amounts are reclassified to
conform with the current year's financial statement presentation.
2. Net Income Per Unit
Net income per unit is computed by dividing net income, after deduction of
the General Partner's allocation, by the number of Preference and Common
Units outstanding.
5
<PAGE> 6
3. Accrued Rate Refunds and Related Interest
In July 1996, the Partnership reached an agreement in principle with
customer representatives on all outstanding contested tariff rates. The
agreement will result in total rate refunds and related interest of $120
million through a tentative effective date of October 1, 1996. Of that
total, approximately $35 million will be refunded in a lump sum with the
remainder (including additional carrying charges) repaid through reduced
tolls over a three-year period. The agreement is subject to formal approval
by all parties as well as the FERC.
The Partnership has accrued rate refunds and related interest of $114.5
million through June 30, 1996, of which $36.0 million has been accrued in
1996 to reflect the agreement. Of the amount accrued in 1996, rate refunds
related to 1996 ($7.2 million) have reduced Operating Revenue, with the
prior years' portion ($22.1 million) separately stated as a Provision for
Prior Years' Rate Refunds. Accrued interest ($6.7 million, of which $3.2
million is related to prior years) has been reflected in Interest Expense.
Results for the three months ended June 30, 1996 reflect only the portion of
the accrual related to the second quarter as the first quarter results have
been restated to reflect the portion related to the first quarter and prior
years. First quarter net income has therefore been reduced by $25.0
million, or $1.03 per unit, and now reflects a net loss of $8.3 million, or
($0.35) per unit.
4. Environmental Contingencies
The Partnership is subject to federal and state laws and regulations
relating to the protection of the environment. Environmental risk is
inherent to liquid pipeline operations and the Partnership could, at times,
be subject to environmental cleanup and enforcement actions. The General
Partner manages this environmental risk, through appropriate environmental
policies and practices, to minimize the impact to the Partnership. To the
extent that the Partnership is unable to recover environmental costs in its
rates or through insurance, the General Partner has agreed to indemnify the
Partnership from and against any costs relating to environmental liabilities
associated with the Lakehead System prior to its transfer to the Partnership
in 1991. This excludes any liabilities resulting from a change in laws
after such transfer. The Partnership continues to voluntarily investigate
past leak sites for the purpose of assessing whether any remediation is
required in light of current regulations, and to date no material
environmental risks have been identified.
5. Cash Distribution
On July 16, 1996, the Board of Directors of the General Partner declared a
cash distribution for the quarter ended June 30, 1996 of $0.64 per unit.
The distribution will be made on August 14, 1996 to unitholders of record
July 31, 1996.
6. Debt
In June 1996, the Partnership borrowed an additional $31.0 million under its
Revolving Credit and Term Loan Facility ("Credit Facility"). This drawdown
was used to fund 1996 year-to-date capital expenditures which enhance the
service capability of the Partnership's system (primarily the 1996
expansion). The total amount utilized under the Credit Facility was $116.0
million at June 30, 1996.
On July 16, 1996, the Board of Directors of the General Partner approved an
amendment to the Partnership's Credit Facility which, when finalized, will
increase the flexibility, lower the cost and extend the term of the
facility. The amendment remains subject to final approval by the
Partnership's banks.
6
<PAGE> 7
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
In July 1996, the Partnership reached an agreement in principle with customer
representatives on all outstanding contested tariff rates. The General Partner
is encouraged by this agreement and believes it is in the best interest of all
parties as it will allow the Partnership to move ahead in a positive fashion as
it continues to consider additional expansion opportunities. This agreement is
subject to formal approval by all parties as well as the FERC.
The agreement provides for a reduction in current tariff rates of approximately
6%, a reduction that approximates the amount used in providing for accrued rate
refunds since June 1995. The agreement will result in total rate refunds and
related interest of $120 million through an agreed effective date of October 1,
1996. Of that total, approximately $35 million will be refunded in a lump sum,
with the remainder repaid through reduced tolls over a three-year period.
Once all formal approvals of the agreement are obtained, the Partnership and
customer representatives intend to withdraw appeals filed with the U.S. Court
of Appeals. These appeals were filed in response to the June 1995 FERC
decision (Opinion No. 397) on the Partnership's tariff rates as well as the
related May 17, 1996 FERC Opinion No. 397-A. In Opinion No. 397-A, which denied
rehearing and clarified Opinion No. 397, the FERC further reduced the income
tax allowance recoverable in the Partnership's rates.
In light of the agreement, the General Partner believes the Partnership has
sufficient liquidity to make refunds to customers, maintain current cash
distribution levels and finance the 1996 expansion.
On July 16, 1996, the Board of Directors of the General Partner approved an
amendment to the Partnership's Credit Facility which, when finalized, will
increase the flexibility, lower the cost and extend the term of the facility.
This amendment will enhance the capability of the Partnership to undertake
further capital expansion without having short-term impacts on cash
distributions. The amendment remains subject to final approval by the
Partnership's banks.
RESULTS OF OPERATIONS
SIX MONTHS ENDED JUNE 30, 1996 COMPARED WITH SIX MONTHS ENDED JUNE 30, 1995
Net income for the six months ended June 30, 1996 was $10.9 million, or $0.43
per unit, an increase of $0.7 million, or $0.03 per unit, over the first six
months of 1995. Net income is skewed in both periods by the rate refunds and
related interest recorded in response to various tariff rate regulatory
developments. As such, the following "Recalculated Operating Results" section
presents recalculated financial information to facilitate the comparison of
operating results. This information includes the impact of the tariff rate
agreement on the periods presented and excludes any amounts related to prior
years.
7
<PAGE> 8
Recalculated Operating Results
<TABLE>
<CAPTION>
(dollars in millions, except per unit amounts)
Six Months Ended June 30,
1996 1995
---- ----
<S> <C> <C>
Operating Revenue $133.9 $133.6
Operating Expenses (81.0) (82.9)
Interest Income 4.6 3.3
Interest Expense (21.1) (19.2)
Minority Interest (0.5) (0.5)
------ ------
Net Income $ 35.9 $ 34.3
====== ======
Net Income per Unit $ 1.46 $ 1.40
====== ======
</TABLE>
Recalculated net income for the six months ended June 30, 1996 was $1.6
million, or $0.06 per unit, higher than the recalculated net income for the same
period of last year. This increase is primarily attributable to lower total
operating expenses and greater interest income, partially offset by higher
interest expense.
Recalculated operating revenue was similar to 1995 as the Partnership continued
to match the strong operational performance of last year. Deliveries averaged
1,424,000 barrels per day for the first six months of 1996, up slightly from
the 1,412,000 barrels per day averaged in the first half of 1995. System
utilization, measured in barrel miles, decreased 2% from the first six months
of last year, reflecting a higher proportion of shorter haul deliveries to the
significant Midwest markets served by the Partnership. The impact on operating
revenue of the shorter average haul was generally offset by a higher proportion
of heavy crude oil deliveries (up 24% to 436,000 barrels per day). Due to its
higher viscosity, which requires more horsepower to pump, the tariff rate for
heavier crude oil is greater than that for lighter crude oils. The
Partnership's current tariff rate for heavy crude oil deliveries to the Chicago
area is approximately 10% to 18% higher than that for lighter crude oils.
Recalculated operating expenses for the first half of 1996 were $1.9 million
less than the same period of 1995. This is primarily due to lower power costs,
oil losses and property taxes, partially offset by higher depreciation.
Efficiencies gained from the Partnership's ongoing power cost management
initiative, partially offset by the transportation of greater amounts of heavy
crude oil, led to the decrease in power costs. Oil losses are impacted by
operational considerations, including changing customer delivery requirements,
and the volatility of crude oil prices, resulting in variances in the level of
losses from period to period. Property taxes are less than last year due to
lower than anticipated mill rates. Higher depreciation corresponded to the
growth in property, plant and equipment.
Interest income increased due to higher investment balances. Recalculated
interest expense increased $1.9 million due to higher accrued rate refund
balances and additional borrowings made under the Partnership's Credit Facility
to finance 1995 enhancement capital expenditures.
The results of the first six months should not be taken as an indication of
expected results for the full year as they reflect lower levels of repair and
maintenance activities due to the timing of such programs. Repair and
maintenance activities impact operating costs as well as system utilization as
a portion of the system may temporarily be taken out of service during the
activity.
8
<PAGE> 9
THREE MONTHS ENDED JUNE 30, 1996 COMPARED WITH THREE MONTHS ENDED JUNE 30, 1995
Net income for the three months ended June 30, 1996 was substantially unchanged
from the same period of last year, as lower operating revenue and higher
interest expense were offset by lower operating expenses and greater interest
income.
Operating revenue for the second quarter of 1996, down 4% from 1995, was
impacted by internal pipeline testing on portions of the system in April and
May of 1996. As a result of this testing, deliveries for 1996's second quarter
averaged 1,404,000 barrels per day, down 3% from the same period in 1995.
Total operating expenses for the three months ended June 30, 1996 were $2.8
million less than the corresponding period in 1995, primarily due to lower
power costs, oil losses and property taxes. The transportation of lower
volumes and efficiencies gained from the Partnership's ongoing power cost
management initiative, partially offset by the transportation of greater
amounts of heavy crude oil, led to the decrease in power costs. Oil losses are
impacted by operational considerations and the volatility of crude oil prices,
resulting in variances in the level of losses from period to period. Property
taxes are less than last year due to lower than anticipated mill rates.
Interest income increased due to higher investment balances. Interest expense
increased due to higher balances with respect to accrued rate refunds and
borrowings under the Partnership's Credit Facility.
LIQUIDITY AND CAPITAL RESOURCES
At June 30, 1996, cash, cash equivalents and short-term investments totaled
$183.3 million, up $30.6 million since December 31, 1995, as cash generated
from operating activities and borrowings exceeded cash required for
distributions and capital expenditures. Of this $183.3 million, $15.9 million
($0.64 per unit) was set aside for the cash distribution payable August 14,
1996, with the remaining $167.4 million available for rate refunds, capital
expenditures, distributions or other business needs.
Cash flow from operating activities totaled $67.9 million for the six months
ended June 30, 1996, an increase of $14.2 million from the corresponding 1995
period. This was primarily due to lower working capital cash requirements
resulting from timing differences in the payment of accrued obligations.
Capital expenditures to June 30, 1996 totaled $36.6 million, and are expected
to total approximately $85 million for the entire year. The majority of this
year's capital expenditures are for the Partnership's 1996 system expansion.
This expansion, which is expected to be operational by the end of 1996, will
increase delivery capacity into Chicago area markets by up to 120,000 barrels
per day at a cost of approximately $65 million. Approximately 40,000 barrels
per day of this added capacity will be required to offset the effects of moving
increased volumes of heavy crude oil, which can lower system delivery
capability. 1996 capital expenditures are expected to be financed with
internally-generated cash and borrowed funds.
The Partnership has a Credit Facility of $205.0 million, of which $116.0
million was utilized by the Partnership at June 30, 1996.
9
<PAGE> 10
OTHER MATTERS
The Partnership is proceeding in anticipation of approval of the additional
expansion proposed by Interprovincial Pipe Line Inc. ("Interprovincial") and
the General Partner in January 1996. As previously reported, this $400 million
system-wide expansion includes approximately $300 million of expenditures in
the U.S., and would increase delivery capacity by approximately 170,000 barrels
per day to important U.S. Midwest markets. It is anticipated that this
proposed expansion would be financed with existing cash, borrowings or the
proceeds from additional equity offerings. In July 1996, the National Energy
Board of Canada approved Interprovincial's application for this additional
expansion in Canada. Interprovincial's application anticipates commencement of
construction in 1997 and an in-service date in 1998.
On July 16, 1996, the Board of Directors of the General Partner announced the
appointment of Ernest C. Hambrook as Chairman, replacing Brian F. MacNeill.
Mr. MacNeill, President and Chief Executive Officer of IPL Energy Inc. of
Calgary, Alberta, continues as a director of the General Partner. Patrick D.
Daniel was appointed President and a director of the General Partner. Mr.
Daniel, who also serves as President and Chief Operating Officer of
Interprovincial, replaces R. Hugh B. Sangster who was recently appointed Senior
Vice President of Corporate Development of IPL Energy Inc. In addition, Richard
C. Sandahl, Vice President, Operations, has also been appointed a director of
the General Partner. The General Partner and Interprovincial are subsidiaries
of IPL Energy Inc.
PART II - OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
On June 27, 1996, the Partnership filed a petition for review to the U.S.
Court of Appeals for the District of Columbia Circuit of the June 1995 FERC
decision (Opinion No. 397) and the related May 17, 1996 Opinion No. 397-A. The
Canadian Association of Petroleum Producers and the Alberta Department of
Energy filed a similar petition for review on May 28, 1996. All parties intend
to withdraw their petition once formal approvals of the tariff rate agreement
are obtained. For additional details, reference should be made to Part I, Item
2, "Management's Discussion and Analysis of Financial Condition and Results of
Operations".
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
a) Exhibits
Exhibit 27 Financial Data Schedule as of and for the six months ended
June 30, 1996.
b) Reports on Form 8-K
A report on Form 8-K, regarding the May 17, 1996 FERC Opinion and Order
Denying Rehearing and Clarifying Opinion No. 397 (Opinion No. 397-A), was
filed on May 21, 1996.
10
<PAGE> 11
SIGNATURE
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.
LAKEHEAD PIPE LINE PARTNERS, L.P.
(Registrant)
By: Lakehead Pipe Line Company, Inc.
as General Partner
/s/S. Q. DeVinck
----------------------------------
S. Q. DeVinck
Chief Accountant
(Principal Financial and
Accounting Officer)
August 8, 1996
11
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-START> JAN-01-1996
<PERIOD-END> JUN-30-1996
<CASH> 94,100
<SECURITIES> 89,200
<RECEIVABLES> 30,500
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 219,500
<PP&E> 845,400
<DEPRECIATION> 103,600
<TOTAL-ASSETS> 966,900
<CURRENT-LIABILITIES> 149,100
<BONDS> 426,000
0
0
<COMMON> 0
<OTHER-SE> 390,600
<TOTAL-LIABILITY-AND-EQUITY> 966,900
<SALES> 0
<TOTAL-REVENUES> 133,900
<CGS> 0
<TOTAL-COSTS> 103,100
<OTHER-EXPENSES> 200
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 24,300
<INCOME-PRETAX> 10,900
<INCOME-TAX> 0
<INCOME-CONTINUING> 10,900
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 10,900
<EPS-PRIMARY> 0.43
<EPS-DILUTED> 0.43
</TABLE>
