FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
(X) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarter ended March 27, 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 1-3359
CSX TRANSPORTATION, INC.
(Exact name of registrant as specified in its charter)
Virginia 54-6000720
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
500 Water Street, Jacksonville, Florida 32202
(Address of principal executive offices) (Zip Code)
(904) 359-3100
(Registrant's telephone number, including area code)
No Change
(Former name, former address and former fiscal year, if changed since last
report.)
Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days. Yes (X) No ( )
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of March 27, 1998: 9,061,038 shares.
REGISTRANT MEETS THE CONDITIONS SET FORTH IN GENERAL INSTRUCTION H (1) (a) AND
(b) OF FORM 10-Q AND IS THEREFORE FILING THIS FORM WITH THE REDUCED DISCLOSURE
FORMAT.
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<PAGE>
CSX TRANSPORTATION, INC.
FORM 10-Q
FOR THE QUARTERLY PERIOD ENDED MARCH 27, 1998
INDEX
Page Number
PART I. FINANCIAL INFORMATION
Item 1:
Financial Statements
1. Consolidated Statement of Earnings-
Quarters Ended March 27, 1998 and March 28, 1997 3
2. Consolidated Statement of Cash Flows-
Quarters Ended March 27, 1998 and March 28, 1997 4
3. Consolidated Statement of Financial Position-
At March 27, 1998 and December 26, 1997 5
Notes to Consolidated Financial Statements 6
Item 2:
Management's Analysis and Results of Operations 10
PART II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K 12
Signature 12
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<PAGE>
CSX TRANSPORTATION, INC. AND SUBSIDIARIES
Consolidated Statement of Earnings
(Millions of Dollars)
(Unaudited)
Quarters Ended
---------------------------
March 27, March 28,
1998 1997
------------ ------------
OPERATING REVENUE
Merchandise $ 831 $ 826
Coal 366 389
Other 54 32
----------- ----------
Transportation 1,251 1,247
OPERATING EXPENSE
Labor and Fringe Benefits 509 481
Materials, Supplies and Other 266 253
Equipment Rent 84 86
Depreciation 112 108
Fuel 67 84
----------- ----------
Total 1,038 1,012
OPERATING INCOME 213 235
Other Income (Expense) (24) (5)
Interest Expense 16 18
----------- ----------
EARNINGS BEFORE INCOME TAXES 173 212
Income Tax Expense 66 81
----------- ----------
NET EARNINGS $ 107 $ 131
=========== ==========
See accompanying Notes to Consolidated Financial Statements.
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<TABLE>
CSX TRANSPORTATION, INC. AND SUBSIDIARIES
Consolidated Statement of Cash Flows
(Millions of Dollars)
<CAPTION>
(Unaudited)
Quarters Ended
-----------------------
March 27, March 28,
1998 1997
---------- ----------
<S> <C> <C>
OPERATING ACTIVITIES
Net Earnings $ 107 $ 131
Adjustments to Reconcile Net Earnings to Net Cash
Provided
Depreciation 112 108
Deferred Income Taxes 25 25
Productivity/Restructuring Charge Payments (14)
(8)
Other Operating Activities (3)
(26)
Changes in Operating Assets and Liabilities
Accounts Receivable (56)
(15)
Materials and Supplies (14)
(32)
Other Current Assets (21) 1
Accounts Payable (10) 41
Other Current Liabilities (11) 19
--------- --------
Net Cash Provided by Operating Activities 121 238
--------- --------
INVESTING ACTIVITIES
Property Additions (235) (72)
Other Investing Activities 8 11
--------- --------
Net Cash Used by Investing Activities (227) (61)
--------- --------
FINANCING ACTIVITIES
Long-Term Debt Issued 5 5
Long-Term Debt Repaid (30) (33)
Dividends Paid (35) (35)
Other Financing Activities - (2)
--------- --------
Net Cash Used by Financing Activities (60) (65)
--------- --------
Net (Decrease) Increase in Cash and Cash Equivalents (166) 112
CASH AND CASH EQUIVALENTS
Cash and Cash Equivalents at Beginning of Period 474 207
--------- --------
Cash and Cash Equivalents at End of Period $ 308 $ 319
========= ========
</TABLE>
See accompanying Notes to Consolidated Financial Statements.
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<PAGE>
<TABLE>
CSX TRANSPORTATION, INC. AND SUBSIDIARIES
Consolidated Statement of Financial Position
(Millions of Dollars)
<CAPTION>
(Unaudited)
March 27, December 26,
1998 1997
----------- ----------
<S> <C> <C>
ASSETS
Current Assets
Cash and Cash Equivalents $ 308 $ 474
Accounts and Notes Receivable 152 138
Materials and Supplies 163 131
Deferred Income Taxes 118 116
Other Current Assets 59 39
----------- ----------
Total Current Assets 800 898
Properties-Net 10,030 10,016
Affiliates and Other Companies 212 207
Other Long-Term Assets 285 282
----------- ----------
Total Assets $ 11,327 $ 11,403
=========== ==========
LIABILITIES
Current Liabilities
Accounts Payable $ 577 $ 595
Labor and Fringe Benefits Payable 319 334
Casualty, Environmental and Other Reserves 193 182
Current Maturities of Long-Term Debt 73 164
Due to Parent Company 30 22
Due to Affiliate 90 90
Other Current Liabilities 23 21
----------- ----------
Total Current Liabilities 1,305 1,408
Casualty, Environmental and Other Reserves 540 582
Long-Term Debt 814 839
Deferred Income Taxes 2,609 2,582
Other Long-Term Liabilities 687 693
----------- ----------
Total Liabilities 5,955 6,104
----------- ----------
SHAREHOLDER'S EQUITY
Common Stock, $20 Par Value:
Authorized 10,000,000 Shares;
Issued and Outstanding 9,061,038 Shares 181 181
Other Capital 1,263 1,263
Retained Earnings 3,928 3,855
----------- ----------
Total Shareholder's Equity 5,372 5,299
----------- ----------
Total Liabilities and Shareholder's Equity $ 11,327 $ 11,403
=========== ==========
</TABLE>
See accompanying Notes to Consolidated Financial Statements.
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<PAGE>
CSX TRANSPORTATION, INC. AND SUBSIDIARIES
Notes to Consolidated Financial Statements (Unaudited)
(All Tables in Millions of Dollars)
NOTE 1. BASIS OF PRESENTATION
In the opinion of management, the accompanying consolidated financial
statements contain all adjustments necessary to present fairly the financial
position of CSX Transportation, Inc. (CSXT) and its majority-owned subsidiaries
as of March 27, 1998 and December 26, 1997, the results of their operations and
their cash flows for the quarters ended March 27, 1998 and March 28, 1997, such
adjustments being of a normal recurring nature. CSXT is a wholly-owned
subsidiary of CSX Corporation (CSX).
While management believes that the disclosures presented are adequate to
make the information not misleading, it is suggested that these financial
statements be read in conjunction with the financial statements and the notes
included in CSXT's latest Form 10-K. Certain prior-year data have been
reclassified to conform to the 1998 presentation.
NOTE 2. FISCAL REPORTING PERIODS
The company's fiscal year is composed of 52 weeks ending on the last
Friday in December. The financial statements presented are for the 13-week
quarters ended March 27, 1998 and March 28, 1997, and the fiscal year ended
December 26, 1997.
NOTE 3. ACCOUNTING PRONOUNCEMENTS
CSXT adopted Financial Accounting Standards Board (FASB) Statement No.
130, "Reporting Comprehensive Income", at the beginning of fiscal year 1998.
Statement No. 130 establishes standards for reporting and display of
comprehensive earnings and its components in financial statements; however, the
adoption of this Statement had no impact on the company's net earnings or
shareholder's equity. There were no differences between net earnings and
comprehensive earnings for the fiscal quarters ended March 27, 1998 and March
28, 1997; in addition, accumulated other comprehensive earnings was $-0- at
March 27, 1998 and December 27, 1996.
The FASB has issued two accounting pronouncements which the company will
adopt in the fourth quarter of 1998. FASB Statement No. 131 "Disclosures about
Segments of an Enterprise and Related Information" requires that a public
enterprise report financial and descriptive information about its operating
segments in financial statements issued to shareholders for interim and annual
periods. The Statement also requires additional disclosures with respect to
products and services, geographic areas of operation, and major customers.
Adoption of Statement No. 131 is not expected to have a material impact on the
company's financial statements.
FASB Statement No. 132 "Employers' Disclosures about Pensions and Other
Postretirement Benefits - an amendment of FASB Statements No. 87, 88, and 106"
requires revised disclosures about pension and other postretirement benefit
plans. The company does not expect that adoption of the disclosure requirements
of this pronouncement will have a material impact on its financial statements.
NOTE 4. ACCOUNTS RECEIVABLE
CSXT has an ongoing agreement to sell without recourse, on a
revolving basis each month, an undivided percentage ownership interest in all
rail freight accounts receivable to CSX Trade Receivables Corporation, a
wholly-owned subsidiary of CSX. Accounts receivable sold under this agreement
totaled $665 million at March 27, 1998 and $664 million at December 26, 1997. In
addition, CSXT has a revolving agreement with a financial institution to sell
with recourse on a monthly basis an undivided percentage ownership interest in
all miscellaneous accounts receivable. Accounts receivable sold under this
agreement totaled $46 million at March 27, 1998 and December 26, 1997. The sales
of receivables have been reflected as reductions of "Accounts and Notes
Receivable" in the Consolidated Statement of Financial Position. The
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<PAGE>
CSX TRANSPORTATION, INC. AND SUBSIDIARIES
Notes to Consolidated Financial Statements (Unaudited), Continued
(All Tables in Millions of Dollars)
NOTE 4. ACCOUNTS RECEIVABLE, Continued
net losses associated with sales of receivables were $15 million and $14 million
for the quarters ended March 27, 1998 and March 28, 1997, respectively.
NOTE 5. OTHER INCOME (EXPENSE)
Quarters Ended
-------------------------
March 27, March 28,
1998 1997
----------- -----------
Interest Income $ 7 $ 6
Income from Real Estate Operations(1) 5 2
Net Losses from Accounts Receivable Sold (15) (14)
Miscellaneous (21) 1
----------- ----------
Total $ (24) $ (5)
=========== ==========
(1) Gross revenue from real estate operations was $12 million and $9 million for
the quarters ended March 27, 1998 and March 28, 1997, respectively.
NOTE 6. COMMITMENTS AND CONTINGENCIES
In September 1997, a state court jury in New Orleans returned a $2.5
billion punitive damages award against CSXT. The award was made in a
class-action lawsuit against a group of nine companies based on personal
injuries alleged to have arisen from a 1987 fire. The fire was caused by a
leaking chemical tank car parked on CSXT tracks and resulted in the 36-hour
evacuation of a New Orleans neighborhood. In the same case, the court awarded a
group of 20 plaintiffs compensatory damages of approximately $2 million against
the defendants, including CSXT, to which the jury assigned 15% of the
responsibility for the incident. CSXT's liability under that compensatory
damages award is not material.
In October 1997, the Louisiana Supreme Court set aside the punitive
damages judgment, ruling the judgment should not have been entered until all
liability issues were resolved. CSXT believes this decision means that 8,000
other cases must be resolved before the punitive damage claims can be decided.
CSXT is pursuing an aggressive legal strategy, and management believes that any
adverse outcome will not be material to its overall results of operations or
financial position, although it could be material to results of operations in a
particular quarterly accounting period.
CSXT is a party to various proceedings involving private parties and
regulatory agencies related to environmental issues. CSXT has been identified as
a potentially responsible party (PRP) at approximately 106 environmentally
impaired sites that are or may be subject to remedial action under the Federal
Superfund statute (Superfund) or similar state statutes. A number of these
proceedings are based on allegations that CSXT, or its railroad predecessors,
sent hazardous substances to the facilities in question for disposal. Such
proceedings arising under Superfund or similar state statutes can involve
numerous other waste generators and disposal companies and seek to allocate or
recover costs associated with site investigation and cleanup, which could be
substantial.
CSXT is involved in a number of administrative and judicial proceedings
and other clean-up efforts at 264 sites, including sites addressed under the
Federal Superfund statute or similar state statutes, where it is participating
in the study and/or clean-up of alleged environmental contamination. The
assessment of the required response and remedial costs associated with most
sites is extremely complex. Cost estimates are based on information available
for each site, financial viability of other PRPs, where available, and existing
technology, laws and regulations. CSXT's best estimates of the allocation method
and percentage of liability
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<PAGE>
CSX TRANSPORTATION, INC. AND SUBSIDIARIES
Notes to Consolidated Financial Statements (Unaudited), Continued
(All Tables in Millions of Dollars)
NOTE 6. COMMITMENTS AND CONTINGENCIES, Continued
when other PRPs are involved are based on assessments by consultants, agreements
among PRPs, or determinations by the U.S. Environmental Protection Agency or
other regulatory agencies.
At least once each quarter, CSXT reviews its role, if any, with respect
to each such location, giving consideration to the nature of CSXT's alleged
connection to the location (i.e., generator, owner or operator), the extent of
CSXT's alleged connection (i.e., volume of waste sent to the location and other
relevant factors), the accuracy and strength of evidence connecting CSXT to the
location, and the number, connection and financial position of other named and
unnamed PRPs at the location. The ultimate liability for remediation can be
difficult to determine with certainty because of the number and creditworthiness
of PRPs involved. Through the assessment process, CSXT monitors the
creditworthiness of such PRPs in determining ultimate liability.
Based upon such reviews and updates of the sites with which it is
involved, CSXT has recorded, and reviews at least quarterly for adequacy,
reserves to cover estimated contingent future environmental costs with respect
to such sites. The recorded liabilities for estimated future environmental costs
at March 27, 1998 and December 26, 1997, were $96 million and $99 million,
respectively. These recorded liabilities include amounts representing CSXT's
estimate of unasserted claims, which CSXT believes to be immaterial. The
liability has been accrued for future costs for all sites where the company's
obligation is probable and where such costs can be reasonably estimated. The
liability includes future costs for remediation and restoration of sites as well
as any significant ongoing monitoring costs, but excludes any anticipated
insurance recoveries. The majority of the March 27, 1998 environmental liability
is expected to be paid out over the next five to seven years, funded by cash
generated from operations.
The company does not currently possess sufficient information to
reasonably estimate the amounts of additional liabilities, if any, on some sites
until completion of future environmental studies. In addition, latent conditions
at any given location could result in exposure, the amount and materiality of
which cannot presently be reliably estimated. Based upon information currently
available, however, the company believes that its environmental reserves are
adequate to accomplish remedial actions to comply with present laws and
regulations, and that the ultimate liability for these matters will not
materially affect its overall results of operations and financial condition.
A number of legal actions, other than environmental, are pending against
CSXT in which claims are made in substantial amounts. While the ultimate results
of environmental investigations, lawsuits and claims involving CSXT cannot be
predicted with certainty, management does not currently expect that resolution
of these matters will have a material adverse effect on the consolidated
financial position, results of operations and cash flows of the company.
NOTE 7. RELATED PARTIES.
Cash and cash equivalents at March 27, 1998 and December 26, 1997,
includes $337 million and $496 million, respectively, representing amounts due
from CSX for CSXT's participation in the CSX cash management plan. Under this
plan, excess cash is advanced to CSX for investment and CSX makes cash funds
available to its subsidiaries as needed for use in their operations. CSX is
committed to repay all amounts due on demand should circumstances require. The
companies are charged for borrowings or compensated for investments based on
returns earned by the plan portfolio.
Included in Materials, Supplies and Other expense are amounts related to
a management service fee charged by CSX, data processing related charges from
CSX Technology, Inc. (CSX Technology), and the reimbursement, under an operating
agreement, from CSX Intermodal, Inc. (CSXI), for costs incurred by CSXT related
to intermodal operations. The management service fee charged by CSX represents
compensation for certain corporate services provided to CSXT. These services
include, but are not limited
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CSX TRANSPORTATION, INC. AND SUBSIDIARIES
Notes to Consolidated Financial Statements (Unaudited), Continued
(All Tables in Millions of Dollars)
NOTE 7. RELATED PARTIES, Continued
to, development of corporate policy and long-range strategic plans, allocation
of capital, placement of debt, maintenance of employee benefit plans, internal
audit and tax administration. The data processing related charges are
compensation to CSX Technology for the development, implementation and
maintenance of computer systems, software and associated documentation for the
day-to-day operations of CSXT. CSX Technology and CSXI are wholly-owned
subsidiaries of CSX. Materials, Supplies and Other expense includes net expense
of $79 million and $73 million for the quarters ended March 27, 1998 and March
28, 1997, respectively, relating to the above arrangements.
In March 1996, CSXT entered into a loan agreement with CSX Insurance
Company (CSX Insurance), a wholly-owned subsidiary of CSX, whereby CSXT may
borrow up to $100 million from CSX Insurance. The loan is payable in full on
demand. At March 27, 1998, $90 million was outstanding under the agreement.
Interest on the loan is payable monthly at .25% over the LIBOR rate, and was
5.94% at March 27, 1998 and March 28, 1997. Interest expense incurred for each
of the quarters ended March 27, 1998 and March 28, 1997 was $1 million relating
to this loan agreement.
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ITEM 2. MANAGEMENT'S ANALYSIS AND RESULTS OF OPERATIONS
Net earnings for the first quarter of 1998 were $107 million versus $131
million in the prior year period. The company achieved operating income of $213
million, 9% below last year's first quarter. Operating revenue of $1.25 billion
remained level with the 1997 period.
Operating expense rose 3 percent, primarily due to increased labor costs
resulting from a wage increase last July and higher staffing levels in
preparation for the Conrail integration.
OPERATING INCOME
(Millions of Dollars)
--------------------------------------
Quarters Ended
--------------------------
March 27, March 28, Percent
1998 1997 Change
----------- ----------- ----------
Operating Revenue
Merchandise $ 831 $ 826 1%
Coal 366 389 (6)%
Other 54 32 69%
----------- -----------
Total 1,251 1,247 -%
Operating Expense 1,012 3%
1,038
----------- -----------
Operating Income $ 213 $ 235 (9)%
=========== ===========
Coal volume declined 4 percent, to 39.7 million tons, reflecting
slightly lower domestic demand and a weak export market. Coal revenue fell 6
percent from the 1997 period. Total merchandise traffic rose 2 percent,
reflecting strong demand overall. Increases occurred in chemicals (up 4
percent); food and consumer products (up 9 percent); metals (up 6 percent); and
phosphates and fertilizer (up 8 percent).
OUTLOOK
- -------
Entering the second quarter, weak export coal demand and high domestic
utility coal inventory levels are expected to continue to impact rail traffic
and revenues. CSXT will continue working on service improvements, which should
help it gain merchandise traffic. The company also will continue to prepare for
the smooth integration of its portion of Conrail, which promises to open
markets. Operations will reflect increased costs over the balance of the year
for hiring and training of employees and other activities related to the Conrail
integration.
OTHER MATTERS
- -------------
Conrail Transaction
In April, 1997, CSXT entered into certain agreements pertaining to
the joint acquisition of Conrail by CSX and Norfolk Southern. Under these
agreements and other agreements to be completed or executed prior to the date
that CSX and Norfolk Southern are permitted by the STB to exercise control over
Conrail, appropriate portions of the Conrail rail system are expected to be
integrated with the CSXT system. Following approval by the STB as described
below, Conrail's assets will be segregated within Conrail, and CSX and Norfolk
Southern will each benefit from the operation of a specified portion of the
Conrail routes and other assets through the use of various operating
arrangements. Certain Conrail assets will be operated for the joint benefit of
CSX and Norfolk Southern.
The exercise of control over Conrail by CSX and Norfolk Southern
remains subject to a number of conditions and approvals, including approval by
the STB, which has the authority to modify contract terms and impose additional
conditions. CSX and Norfolk Southern filed an application for control of Conrail
with the STB in June 1997. The STB has adopted a schedule that contemplates a
decision in late July
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<PAGE>
ITEM 2. MANAGEMENT'S ANALYSIS AND RESULTS OF OPERATIONS
1998. CSX believes that the STB will approve the joint application for control
without imposing onerous conditions.
CSXT is actively planning for the smooth integration of Conrail
operations into its rail system after the STB control date. Plans involve all
facets of combining the two systems, including: safety; customer service; train
scheduling, switching, and routing; equipment utilization and track programs;
commuter and passenger rail; marketing; technology; labor agreements; and
administration. Related capital improvements to certain routes and facilities on
the CSXT rail system also have been initiated. Operational integration is
expected to take place once the necessary implementing agreements have been
reached, which currently is anticipated in late 1998.
Litigation
In September 1997, a state court jury in New Orleans, Louisiana returned
a $2.5 billion punitive damages award against CSXT. The award was made in a
class action lawsuit against a group of nine companies based on personal
injuries alleged to have arisen from a 1987 fire. The fire was caused by a
leaking chemical tank car parked on CSXT tracks and resulted in the 36-hour
evacuation of a New Orleans neighborhood. In the same case, the court awarded a
group of 20 plaintiffs compensatory damages of approximately $2 million against
the defendants, including CSXT, to which the jury assigned 15% of the
responsibility for the incident. CSXT's liability under that compensatory
damages award is not material and adequate provision was made for the award in a
prior year.
In October 1997, the Louisiana Supreme Court set aside the punitive
damages judgment, ruling the judgment should not have been entered until all
liability issues were resolved. CSXT believes this decision means that 8,000
other cases must be resolved before the punitive damage claims can be decided.
CSXT is pursuing an aggressive legal strategy, and management believes that any
adverse outcome will not be material to its overall results of operations or
financial position, although it could be material to results of operations in a
particular quarterly accounting period.
-------------------------------------
Estimates and forecasts in Management's Analysis and Results of
Operations are based on many estimates and assumptions about complex economic
and operating factors with respect to industry performance, general business and
economic conditions and other matters that cannot be predicted accurately and
that are subject to contingencies over which the company has no control. Such
forward-looking statements involve known and unknown risks, uncertainties and
other important factors that could cause the actual results, performance or
achievements of the company to differ materially from any future results,
performance or achievements expressed or implied by such statements. Certain of
those risks, uncertainties and other important factors that could cause actual
results to differ materially include: future economic conditions in the markets
in which CSXT and Conrail operate; financial market conditions; inflation rates;
changing competition; changes in the economic regulatory climate in the U.S.
railroad industry; the ability to eliminate duplicative administrative
functions; and adverse changes in applicable laws, regulations or rules
governing environmental, tax or accounting matters. These forward-looking
statements speak only as of the date of this filing. CSXT disclaims any
obligation or undertaking to disseminate any updates or revisions to any such
statement to reflect changes in CSXT's expectations or any change in events,
conditions or circumstances on which any such statements are based.
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<PAGE>
PART II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
1. (27) Financial Data Schedule
(b) Reports on Form 8-K
1. None.
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.
CSX TRANSPORTATION, INC.
(Registrant)
By: /s/JAMES L. ROSS
----------------
James L. Ross
(Principal Accounting Officer)
Dated: May 1, 1998
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<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1,000,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-25-1998
<PERIOD-END> MAR-27-1998
<CASH> 308
<SECURITIES> 0
<RECEIVABLES> 152
<ALLOWANCES> 0
<INVENTORY> 163
<CURRENT-ASSETS> 800
<PP&E> 14,358
<DEPRECIATION> 4,328
<TOTAL-ASSETS> 11,327
<CURRENT-LIABILITIES> 1,305
<BONDS> 814
0
0
<COMMON> 181
<OTHER-SE> 5,191
<TOTAL-LIABILITY-AND-EQUITY> 11,327
<SALES> 0
<TOTAL-REVENUES> 1,251
<CGS> 0
<TOTAL-COSTS> 1,038
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 16
<INCOME-PRETAX> 173
<INCOME-TAX> 66
<INCOME-CONTINUING> 107
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 107
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
</TABLE>
