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 June 30, 1995
-----------------------------------
[ ] 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
1-13116
FRANCHISE FINANCE CORPORATION OF AMERICA
------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 86-0736091
------------------------------------------------------------------------
(State of Incorporation) (I.R.S. Employer
Identification Number)
The Perimeter Center
17207 North Perimeter Drive
Scottsdale, Arizona 85255
(Address of principal executive offices)
Registrants' telephone number including area code (602) 585-4500
----------------------
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
--- ---
Number of shares outstanding of each of the issuer's classes of common
stock as of November 10, 1994:
Common Stock, $0.01 par value 40,250,719
------------------------------- -------------------
Class Number of Shares
<PAGE>
PART 1 - FINANCIAL INFORMATION
Item l. Financial Statements.
FRANCHISE FINANCE CORPORATION OF AMERICA
CONSOLIDATED BALANCE SHEETS - JUNE 30, 1995 AND
DECEMBER 31, 1994 (Amounts in thousands
except share data)
(Unaudited)
June 30, December 31,
1995 1994
-------- ------------
ASSETS
------
Investments:
Investments in Real Estate, at cost:
Land $278,718 $252,733
Buildings and Improvements 414,367 378,503
Equipment 46,622 49,890
-------- --------
739,707 681,126
Less-Accumulated Depreciation 174,848 169,570
-------- --------
Net Real Estate Investments 564,859 511,556
Mortgage Loans Receivable 38,674 65,980
-------- --------
Total Investments 703,533 577,536
Cash and Cash Equivalents 2,856 12,095
Accounts and Unsecured Notes Receivable,
net of allowances of $1,500 in 1995
and 1994 8,554 7,230
Other Assets 14,268 15,367
-------- --------
Total Assets $729,211 $612,228
======== ========
LIABILITIES AND SHAREHOLDERS' EQUITY
------------------------------------
Liabilities:
Accounts Payable and Accrued Expenses $ 4,726 $ 3,980
Dividends Payable 18,113 18,113
Notes Payable to Bank 184,000 59,000
Mortgage Payable to Affiliate 8,500 8,500
Rent Deposits 6,244 6,180
Other Liabilities 3,153 2,348
-------- --------
Total Liabilities 224,736 98,121
-------- --------
Shareholders' Equity:
Common Stock, par value $.01 per share,
authorized 200 million shares,
40,250,719 shares issued and
outstanding 403 403
Capital in excess of par value 546,626 546,626
Distributions in excess of net income (42,554) (32,922)
-------- --------
Total Shareholders' Equity 504,475 514,107
-------- --------
Total Liabilities and
Shareholders' Equity $729,211 $612,228
======== ========
<PAGE>
FRANCHISE FINANCE CORPORATION OF AMERICA
CONSOLIDATED STATEMENTS OF INCOME
FOR THE THREE AND SIX MONTHS ENDED JUNE 30, 1995 AND 1994
(Amounts in thousands except per share data)
(Unaudited)
Three Months Three Months Six Months Six Months
Ended Ended Ended Ended
6/30/95 6/30/94 6/30/95 6/30/94
------------ ----------- ---------- ----------
REVENUES:
Rental $ 21,410 $ 20,462 $ 42,140 $ 40,730
Mortgage Loan Interest 2,897 1,245 4,861 2,442
Investment Income and Other 547 1,027 1,084 2,495
Gain on Sale of Property 15 1,762 1,214 1,803
---------- ---------- ---------- ----------
24,869 24,496 49,299 47,470
---------- ---------- ---------- ----------
EXPENSES:
Depreciation and Amortization 5,221 5,740 10,496 11,583
Operating, General and
Administrative 3,205 3,603 6,400 6,835
Interest 3,316 146 5,329 211
Related Party Interest 240 238 480 475
---------- ---------- ---------- ----------
11,982 9,727 22,705 19,104
---------- ---------- ---------- ----------
Income Before REIT
Transaction Related Costs 12,887 14,769 26,594 28,366
REIT Transaction Related Costs -- (27,197) -- (27,545)
---------- ---------- ---------- ----------
Net Income $ 12,887 $ (12,428) $ 26,594 $ 821
========== ========== ========== ==========
Net Income Per Share $ .32 $ (.31) $ .66 $ .02
========== ========== ========== ==========
<PAGE>
FRANCHISE FINANCE CORPORATION OF AMERICA
CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERS' EQUITY
FOR THE SIX MONTHS ENDED JUNE 30, 1995
(Amounts in thousands)
(Unaudited)
Capital in Distributions
Common Excess of in Excess of
Stock Par Value Net Income Total
--------- ---------- ------------- ---------
BALANCE, December 31, 1994 $ 403 $ 546,626 $ (32,922) $ 514,107
Net income -- -- 26,594 26,594
Dividends declared
- $.90 per share -- -- (36,226) (36,226)
--------- --------- --------- ---------
BALANCE, June 30, 1995 $ 403 $ 546,626 $ (42,554) $ 504,475
========= ========= ========= =========
<PAGE>
FRANCHISE FINANCE CORPORATION OF AMERICA
CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE SIX MONTHS ENDED JUNE 30, 1995 AND 1994
(Amounts in thousands)
(Unaudited)
1995 1994
--------- ---------
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income $ 26,594 $ 821
Adjustments to net income:
Depreciation and amortization 10,496 11,583
Gain on sale of property (1,214) (1,803)
REIT transaction related costs -- 24,394
Other 1,724 (1,576)
--------- ---------
Net cash provided by operating
activities 37,600 33,419
--------- ---------
CASH FLOWS FROM INVESTING ACTIVITIES:
Acquisition of property (67,022) (37)
Investment in mortgage loans (74,367) (78)
Investment in note receivable (1,200) --
Proceeds from sale of property 5,258 8,756
Collection of mortgage principal and
receipt of mortgage payoffs 1,718 5,600
--------- ---------
Net cash provided by (used in)
investing activities (135,613) 14,241
--------- ---------
CASH FLOWS FROM FINANCING ACTIVITIES:
Dividends/distributions paid (36,226) (37,715)
Proceeds from bank borrowings 125,000 5,475
Principal payments on bank borrowings -- (5,147)
Payment of REIT transaction related costs -- (17,180)
Payment of senior notes and fractional shares -- (11,745)
--------- ---------
Net cash provided by (used in)
financing activities 88,774 (66,312)
--------- ---------
NET DECREASE IN CASH AND CASH
EQUIVALENTS (9,239) (18,652)
CASH AND CASH EQUIVALENTS,
beginning of period 12,095 51,848
--------- ---------
CASH AND CASH EQUIVALENTS,
end of period $ 2,856 $ 33,196
========= =========
<PAGE>
FRANCHISE FINANCE CORPORATION OF AMERICA
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(1) STOCK OPTION PLAN:
At the May 10, 1995 Annual Shareholders Meeting, the shareholders approved a
stock option and incentive plan which permits the issuance of options,
restricted stock and other stock-based awards to key employees, the Board of
Directors and independent contractors of FFCA. The plan reserves 3,018,804
shares of common stock for grant and provides that the term of each award be
determined by the compensation committee of the Board of Directors.
Under the terms of the plan, options granted may be either nonqualified or
incentive stock options and the exercise price, determined by the committee, may
not be less than the fair market value of a share of common stock on the grant
date. In May 1995, FFCA granted 1,227,989 stock options at prices ranging from
$19.50 to $19.75 per share, none of which have been exercised. Other than the
restrictions which limit the sale and transfer of these shares, participants are
entitled to all the rights of a shareholder. Options become exercisable as
determined at the date of grant by the committee. At June 30, 1995, the options
granted to the non-employee Directors, totaling 20,489 shares, were exercisable.
The remaining options vest over a three-year period from the date of grant.
Options expire ten years after the date of grant unless an earlier expiration
date is set at the time of grant.
(2) FINANCIAL INSTRUMENTS:
FFCA has entered into an interest rate agreement which hedges exposure to
fluctuations in interest rates on anticipated debt with a face amount of $150
million. The gain or loss realized upon settlement of this agreement, and
related costs, will be deferred and amortized to interest expense over the
period of the underlying debt.
(3) NET INCOME PER SHARE:
Net income per share is calculated using the weighted average number of common
shares outstanding during the period. The exercise of the outstanding stock
options would not have a material dilutive effect on net income per share.
Part I -- Financial Information
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations
General
Franchise Finance Corporation of America (FFCA) was organized in June 1993 to
facilitate the consolidation by merger, on June 1, 1994, of Franchise Finance
Corporation of America I and eleven public real estate limited partnerships with
and into FFCA. The merger was accounted for as a reorganization of affiliated
entities under common control in a manner similar to a pooling of interests.
Financial information for 1994 has been restated on a combined basis to provide
comparative information. FFCA invests in chain restaurant real estate as a
self-administered real estate investment trust (REIT). FFCA's common stock is
listed and traded on the New York Stock Exchange under the symbol FFA.
Liquidity and Capital Resources
At June 30, 1995, FFCA owned or financed 1,332 chain restaurant properties in 46
states, representing an investment portfolio of $704 million (net of accumulated
depreciation on restaurant properties), as compared to $578 million at December
31, 1994. Rental and mortgage loan interest revenue generated by this portfolio
of properties has, and will continue to, comprise the majority of the cash
generated from operations. Cash generated by the portfolio is held in temporary
investment securities pending distribution to the shareholders in the form of
quarterly dividends. This cash also may be used on an interim basis to fund
portfolio acquisitions. Currently, FFCA's primary source of funding for
acquisitions is a $400 million acquisition loan facility. This revolving credit
facility was recently amended to reduce the annual interest rate from LIBOR plus
2.25% to LIBOR plus 1.75%. In addition, the draw fee of .75% was reduced to
.375%. The loan facility expires in July 1996 at which time FFCA expects its
short-term liquidity needs for the acquisition of properties to be met through
similar short-term revolving loan facilities. FFCA anticipates meeting its
long-term capital needs through the issuance of debt or additional equity
securities of FFCA.
During the quarter ended June 30, 1995, FFCA acquired or financed 120 restaurant
properties totaling approximately $99 million. Acquisitions during the quarter
represented primarily mortgage financing transactions with major franchised
restaurant operators. These acquisitions were funded by $89 million of debt
drawn on the revolving credit facility and by cash generated from operations.
Acquisitions for the first six months of 1995 totaled $143 million, representing
166 restaurant properties, and were split evenly between mortgage financing and
lease transactions. FFCA sold ten properties and related equipment in the first
six months of 1995, six of which occurred in the second quarter. All but three
of the properties sold in 1995 were sold through the lessees' exercise of their
purchase options on the properties. Proceeds totaling $5.3 million from these
sales also were used to partially fund the new acquisitions.
At June 30, 1995, FFCA had cash and cash equivalents totaling $2.9 million and
$216 million available on its revolving credit facility. FFCA's anticipated
property acquisitions include commitments, totaling approximately $200 million,
made to restaurant operators to acquire or finance (subject to FFCA's customary
underwriting procedures) 218 restaurant properties generally over the next
twelve months. FFCA anticipates funding these specific commitments, and other
acquisitions of restaurant properties, through amounts available under its
revolving credit facility. As a result, debt levels for the remaining half of
1995 are expected to be higher than the first half of 1995 amounts. Interest
expense for the remainder of 1995 will be impacted by higher debt levels, the
recent reduction in the interest rate on the loan facility mentioned above, and
by changes in the monthly interest rate caused by fluctuations in the London
Interbank Offered Rate (LIBOR).
FFCA declared a dividend for the quarter ended June 30, 1995 of $0.45 per share,
or $1.80 per share on an annualized basis, to shareholders of record on August
10, 1995, payable on August 18, 1995. Management of FFCA believes that cash
generated from operations will be sufficient to meet operating requirements and
provide the level of shareholder dividends required to maintain its status as a
REIT.
Results of Operations
FFCA recorded net income per share of $0.32 for the quarter ended June 30, 1995
and $.66 for the six months ended June 30, 1995 as compared to a net loss per
share of $0.31 for the quarter ended June 30, 1994 and net income per share of
$.02 for the six months ended June 30, 1994. The 1994 results of operations were
impacted by the REIT transaction-related costs incurred in the June 1, 1994
merger. Income before the effect of the REIT transaction-related costs was $.37
for the quarter ended June 30, 1994 and $.70 for the six-months ended June 30,
1994.
Total revenues for the quarter rose to $24.9 million from $24.5 million for the
comparable quarter of the prior year. A net increase in portfolio revenue
(rental revenues and mortgage loan interest income) of $2.6 million was offset
by a decrease in investment income of $.5 million and a decrease in gain on the
sale of property of $1.7 million.
Portfolio acquisitions were the primary source of revenue increases, despite the
sale of 30 properties in the past twelve months. Since the formation of the REIT
on June 1, 1994, the implementation of an aggressive acquisition plan yielded
$225 million in portfolio additions through June 30, 1995. These new properties
generated approximately $4.4 million in revenue for the quarter and $6.8 million
in revenue for the six months ended June 30, 1995. This quarter's portfolio
acquisitions, totaling approximately $99 million, are represented by $70 million
in participating mortgage loans and unsecured notes and $29 million in property
subject to operating leases. Since these acquisitions occurred mid- to late
quarter, the weighted average balance of acquisitions for the quarter amounted
to approximately $39.6 million; therefore, their impact on rental revenue and
mortgage interest income will not be fully reflected until next quarter. In
addition to the base lease and loan amounts, both the leases and mortgage loans
generally provide for contingent revenues based on a percentage of the gross
sales of the related restaurants.
Rental revenues include both rental payments received from lessees and rent
guaranty insurance payments. Rental revenue collected under the rent guaranty
insurance policies for the second quarter of 1995 decreased to $1 million from
$1.6 million in the second quarter of 1994 primarily due to expiring rent
insurance policies. Rent guaranty insurance policies covering FFCA's properties
will generally expire at various dates through 1999.
The restaurant leases generally provide that lessees make lease payments equal
to the greater of a fixed base rate or a percentage of the gross sales of the
restaurants (percentage rentals). Percentage rentals approximated $1 million for
the three months ended June 30, 1995 and $2.1 million for the six months then
ended, as compared to $1.2 for the three months ended June 30, 1994 and $1.9
million for the six months then ended. Although there is a general upward trend
in percentage rentals, differences between quarterly periods occur due to the
timing of revenue recognition for these contingent rentals.
FFCA recorded a net gain of $15,000 on the sale of six restaurant properties
during the quarter, as compared to a net gain of $1.8 million on the sale of
sixteen properties during the quarter ended June 30, 1994. Results of operations
in future quarters may be largely impacted by gains or losses on the sale of
properties, however, FFCA anticipates that the sale of properties, if any, will
occur primarily through the exercise of purchase options and does not expect
losses on such sales.
The remaining revenues in 1995 and 1994 are primarily attributable to interest
earned on temporary investments and fees charged to affiliates for
administrative services performed. The decrease in such revenues from 1994 was
due primarily to a decrease in the average balance of cash available for
investment and to a decrease in services provided to FFCA's affiliates.
Expenses for the quarter totaled nearly $12 million as compared to $9.7 million
in the second quarter of the prior year. The major component of this increase is
interest expense, which increased to $3.6 million from $384,000 due to the debt
incurred to acquire portfolio properties. Partly offsetting this increase, is a
decrease in depreciation and amortization expense of $519,000 and a net decrease
in operating, general and administrative expenses in the amount of $398,000. The
decrease in depreciation and amortization expense is related to the expiration
of prepaid rental insurance policies, the sale of properties and the sale of
restaurant equipment (the lease terms of which had expired) in the past twelve
months. In addition, of the portfolio acquisitions since June 30, 1994, only the
restaurant buildings, subject to operating leases, represent assets generating
additional depreciation. Operating, general and administrative expenses were
impacted by several factors: a decrease in costs related to underperforming
properties, primarily related to property taxes and legal fees; a decrease in
professional fees, primarily as a result of moving property site inspection
services in house; and an increase in printing and postage costs related to the
annual report and proxy which were mailed at the beginning of this quarter.
In the opinion of management, the FFCA financial information included in this
report reflects all adjustments necessary for fair presentation. All adjustments
are of a normal recurring nature.
Lessee Concentration
During the six months ended June 30, 1995 one lessee, Foodmaker, Inc.
("Foodmaker"), accounted for approximately 13% (14% in 1994) of total rental and
mortgage loan interest revenues of FFCA. The relative decrease in revenue from
Foodmaker between 1994 and 1995 is due to the fact that FFCA's portfolio is
growing and Foodmaker is becoming a relatively smaller portion of the entire
portfolio. This decrease is expected to continue. The following table represents
selected financial data of Foodmaker, Inc. and Subsidiaries as reported by
Foodmaker.
Foodmaker, Inc. and Subsidiaries
Selected Financial Data (unaudited)
(in thousands except per share data)
Unaudited Consolidated Balance Sheet Data:
April 16, 1995 October 2, 1994
-------------- ---------------
Current Assets $ 72,850 $107,486
Noncurrent Assets 572,832 632,799
Current Liabilities 121,900 147,530
Noncurrent Liabilities 499,144 492,704
Unaudited Consolidated Statements of Operations Data:
Twenty-eight Weeks Ended
---------------------------------
April 16, 1995 April 17, 1994
-------------- --------------
Gross Revenues $523,341 $ 600,280
Costs and Expenses (including taxes) 598,778 627,592
Net loss before exraordinary item (75,437) (27,312)
Loss on early extinguishment
of debt, net -- (2,738)
Net Loss $ (75,437) $ (30,050)
========= =========
Loss per share - primary and
fully diluted -
Loss before extraordinary item $(1.95) $(.71)
====== =====
Net loss per share $(1.95) $(.78)
====== =====
In January 1994, Foodmaker contributed its Chi-Chi's Mexican restaurant chain
(Chi-Chi's) to Family Restaurants, Inc. (FRI) in exchange for an approximate 39%
interest in FRI and other consideration including cash and debt assumption.
Therefore, the consolidated statements of operations data for the periods
reflected above include Chi Chi's results of operations for only 16 weeks in
1994. Chi-Chi's restaurant sales were $123.3, its costs of sales were $32.7
million, its restaurant operating costs were $80.7 million, and its general and
administrative expenses were $9.1 million in the first quarter of 1994.
Sales by Foodmaker-operated Jack In The Box restaurants for the twenty-eight
week period increased by $32.5 million over 1994 sales. The sales improvement is
primarily due to an increase in the average number of Foodmaker-operated
restaurants to 823 in 1995 from 740 in 1994. Distribution sales of food and
supplies reflect an increase of approximately $16.2 million due to the
recognition of $25.1 million in sales to Chi-Chi's in 1995 (distribution sales
to Chi-Chi's in 1994, while it was a Foodmaker subsidiary, were eliminated in
consolidation). Distribution sales for the 12-week period ended April 16, 1995
decreased principally due to a decline in the number of franchisee-operated
restaurants. Jack In The Box franchise rents and royalties decreased by $1.2
million for the twenty-eight week period, reflecting a decline in the average
number of domestic franchisee-operated restaurants to 387 in 1995 from 424 in
1994.
Foodmaker recorded a loss in 1995 relating to its equity in FRI of $57.2
million, most of which was the result of the complete write-down of its
investment in FRI due to the write-off by FRI of the goodwill attributable to
Chi-Chi's. FRI's management determined that it would be unlikely that the
company would recover the goodwill of its Chi-Chi's Mexican restaurants as a
result of negative publicity regarding the nutritional value of Mexican food.
Subsequently, although Foodmaker continues to hold a 39% equity interest in FRI,
it will not reflect its share of FRI results of operations until FRI is able to
generate a positive net equity. Jack In The Box costs of sales increased by $2.7
million due to increased Foodmaker-operated restaurant sales. Costs of sales
decreased as a percent of sales in 1995 as compared to 1994 due to the impact of
lower ingredient costs and the lower food cost of certain promotions. Restaurant
operating costs for Jack In The Box increased by $15.3 million primarily due to
the increase in Foodmaker-operated restaurants and variable costs associated
with increased sales. Costs of distribution sales increased as a percentage of
distribution sales in 1995 as compared to 1994 due to slightly higher
distribution and delivery costs. Selling, general and administrative expenses
for Jack In The Box increased $14.3 million principally due to an $8 million
settlement with its stockholders.
Foodmaker indicates that it expects that sufficient cash flow will be generated
from operations so that, combined with other financing alternatives available to
it, Foodmaker will be able to meet all of its debt service requirements, as well
as its capital expenditures and working capital requirements, for the
foreseeable future.
Part II -- Other Information
Item 4. Submission of Matters to a Vote of Security Holders
An annual meeting of the stockholders of FFCA (the Meeting) was held on May 10,
1995. The following table sets forth each of the proposals that the stockholders
were asked to vote upon and the results of the Meeting:
Proposal Results
1. A proposal to elect nine directors
to the Board of Directors:
Robert Halliday For 31,632,514
Against 663,170
Morton Fleischer For 31,747,939
Against 547,745
Willie R. Barnes, Esq. For 31,705,094
Against 584,380
William C. Foxley For 31,749,818
Against 545,866
Donald C. Hannah For 31,767,479
Against 528,205
Louis P. Neeb For 31,759,538
Against 536,146
Kenneth B. Roath For 31,755,599
Against 540,085
Wendell J. Smith For 31,753,409
Against 542,257
Casey J. Sylla For 31,753,862
Against 541,822
2. A proposal to approve FFCA's 1995 For 17,705,190
Stock Option and Incentive Plan Against 2,800,155
Abstain 1,348,787
3. A proposal to ratify the selection of For 31,364,253
Arthur Andersen LLP as FFCA's Against 280,624
independent auditors for the fiscal year Abstain 657,416
ending December 31, 1995
Item 6. Exhibits and Reports on Form 8-K
(a) For electronic filing purposes only, this report contains Exhibit 27,
Financial Data Schedule. (b) During the quarter covered by this report, FFCA did
not file any reports on Form 8-K.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended,
the registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
FRANCHISE FINANCE CORPORATION OF AMERICA
Date: August 10, 1995 By /s/ John R. Barravecchia
--------------------------------------------
John R. Barravecchia, Chief Financial Officer
and Treasurer
Date: August 10, 1995 By /s/ Catherine F. Long
--------------------------------------------
Catherine F. Long, Vice President Finance
and Principal Accounting Officer
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION
EXTRACTED FROM THE CONSOLIDATED BALANCE SHEET AS OF
JUNE 30, 1995 AND THE CONSOLIDATED STATEMENT OF INCOME
FOR THE SIX MONTHS ENDED JUNE 30, 1995 AND IS
QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH
FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER> 1,000
<CURRENCY> U.S. DOLLARS
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-START> JAN-01-1995
<PERIOD-END> JUN-30-1995
<EXCHANGE-RATE> 1
<CASH> 2,856
<SECURITIES> 0
<RECEIVABLES> 10,054
<ALLOWANCES> 1,500
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 739,707
<DEPRECIATION> 174,848
<TOTAL-ASSETS> 729,211
<CURRENT-LIABILITIES> 0
<BONDS> 192,500
<COMMON> 403
0
0
<OTHER-SE> 504,072
<TOTAL-LIABILITY-AND-EQUITY> 729,211
<SALES> 0
<TOTAL-REVENUES> 49,299
<CGS> 0
<TOTAL-COSTS> 16,896
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<INCOME-PRETAX> 26,594
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<INCOME-CONTINUING> 26,594
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<NET-INCOME> 26,594
<EPS-PRIMARY> .66
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</TABLE>
