<PAGE>
FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 1997
Commission File Number 1-12280
BELDEN INC.
(Exact Name of Registrant as Specified in its Charter)
Delaware 76-0412617
(State or Other Jurisdiction of (I.R.S. Employer
Incorporation or Organization) Identification No.)
7701 Forsyth Boulevard, Suite 800
St. Louis, Missouri 63105
(Address of Principal Executive Offices and Zip Code)
(314) 854-8000
(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 requirement for the past 90 days.
Yes X No
Number of shares outstanding of the issuer's Common Stock, par value $.01 per
share, as of October 27, 1997: 26,158,201 shares
Exhibit Index on Page 14 Page 1 of 14 <PAGE>
<PAGE>
PART I FINANCIAL INFORMATION
Item 1: Financial Statements
CONSOLIDATED BALANCE SHEETS
<TABLE>
<CAPTION>
September 30, December 31,
1997 1996
(Unaudited)
(in thousands)
<S> <C> <C>
ASSETS
Current assets:
Cash and cash equivalents $ 538 $ 1,795
Receivables 125,095 106,514
Inventories 96,954 73,785
Deferred income taxes 4,674 6,287
Other 2,708 2,552
Total current assets 229,969 190,933
Property, plant and equipment, less
accumulated depreciation 148,197 151,934
Intangibles, less accumulated amortization 81,852 28,712
Other assets 404 66
$460,422 $371,645
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable and accrued liabilities $ 68,378 $ 78,086
Income taxes payable 9,061 4,649
Total current liabilities 77,439 82,735
Long-term debt 129,991 71,630
Postretirement benefits other than pensions 16,310 17,430
Deferred income taxes 10,058 10,592
Other long-term liabilities 9,969 9,551
Stockholders' equity:
Preferred stock - -
Common stock 262 261
Additional paid-in capital 51,231 51,443
Retained earnings 172,637 133,739
Translation component (7,475) (4,460)
Treasury stock, at cost - (1,276)
Total stockholders' equit2y 216,655 179,707
$460,422 $371,645
See accompanying notes.
</TABLE>
-2- <PAGE>
<PAGE>
CONSOLIDATED INCOME STATEMENTS
(Unaudited)
<TABLE>
<CAPTION>
Nine Months Ended Three Months Ended
September 30, September 30,
1997 1996 1997 1996
(in thousands, except per share data)
<S> <C> <C> <C> <C>
Revenues $552,264 $495,991 $183,693 $159,067
Cost of sales 409,847 373,281 136,171 119,284
Gross profit 142,417 122,710 47,522 39,783
Selling, general and administrative expenses 64,156 54,897 20,344 16,670
Amortization of goodwill 1,451 324 510 108
Nonrecurring charges 1,600 - 1,600 -
Operating earnings 75,210 67,489 25,068 23,005
Interest expense 5,286 2,752 1,770 879
Income before income taxes 69,924 64,737 23,298 22,126
Income taxes 27,096 25,423 8,795 8,698
Net income 42,828 39,314 14,503 13,428
Net income per share $ 1.63 $ 1.50 $ .55 $ .51
See accompanying notes.
</TABLE>
-3- <PAGE>
<PAGE>
CONSOLIDATED CASH FLOW STATEMENTS
(Unaudited)
<TABLE>
<CAPTION>
Nine Months Ended
September 30,
1997 1996
(in thousands)
<S> <C> <C>
Cash flows from operating activities:
Net income $ 42,828 $ 39,314
Adjustments to reconcile net income to net cash
provided by operating activities:
Depreciation 13,457 11,871
Amortization 1,451 1,117
Deferred income taxes 1,079 1,091
Changes in operating assets and liabilities(*):
Receivables (16,939) (9,561)
Inventories (10,879) (129)
Accounts payable and accrued liabilities (8,965) (13,260)
Income taxes payable 6,347 823
Other assets and liabilities, net 3,401 2,911
Net cash provided by operating activities 31,780 34,177
Cash flows from investing activities:
Capital expenditures (19,109) (20,400)
Cash paid for acquired businesses (73,332) -
Proceeds from sales of property, plant and equipment 168 120
Net cash used for investing activities (92,273) (20,280)
Cash flows from financing activities:
Net repayments under long-term credit facility and
credit agreements (12,761) (8,580)
Proceeds from private placement of debt 75,000 -
Purchase of treasury stock - (2,425)
Exercise of stock options 962 749
Cash dividends paid (3,930) (3,908)
Net cash provided by (used for) financing activities 59,271 (14,164)
Effect of exchange rate changes on cash and cash equivalents (35) (33)
Decrease in cash and cash equivalents (1,257) (300)
Cash and cash equivalents, beginning of period 1,795 750
Cash and cash equivalents, end of period $ 538 $ 450
See accompanying notes.
(*) Net of the effects of exchange rate changes and acquired business.
</TABLE>
-4- <PAGE>
<PAGE>
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
Note 1: Summary of Significant Accounting Policies
Basis of Presentation
The accompanying Consolidated Financial Statements include Belden and all of
its subsidiaries. All significant intercompany accounts and transactions are
eliminated in consolidation. The financial information presented as of any
date other than December 31, 1996 has been prepared from the books and
records without audit. The accompanying Consolidated Financial Statements
have been prepared in accordance with the instructions to Form 10-Q and do
not include all of the information and the footnotes required by generally
accepted accounting principles for complete statements. In the opinion of
management, all adjustments, consisting only of normal recurring adjustments,
necessary for a fair presentation of such financial statements have been
included. These Consolidated Financial Statements should be read in
conjunction with the Consolidated Financial Statements and notes thereto
contained in the Company's Annual Report on Form 10-K for the year ended
December 31, 1996.
Derivative Financial Instruments
As part of its risk management strategy, the Company purchases exchange
traded forward contracts to manage its exposure to changes in copper costs.
The copper forward contracts obligate the Company to make or receive a
payment equal to the net change in the value of the contract at its maturity.
Such contracts are designated as hedges of the Company's anticipated sales
for which selling prices are firm, are short-term in nature, and are
effective in hedging the Company's exposure to changes in copper costs during
that cycle.
Forward contracts are marked to market with unrealized gains and losses
deferred and recognized in earnings when realized as an adjustment to cost of
sales (the deferral accounting method). The related amounts due to or from
the exchange are included in inventory. Unrealized changes in the fair value
of contracts no longer effective as hedges are recognized in income from the
date the contracts become ineffective until their expiration.
Note 2: Acquisitions
On January 8, 1997, the Company purchased substantially all of the assets of
the Alpha Wire Division (Alpha) of Alpha Wire Corporation for cash of
approximately $70 million. The Company financed the acquisition utilizing
funds available under its existing credit agreement. Alpha designs and
markets specialty wire and cable for a variety of markets, including the
computer interconnect, industrial and electrical markets. Alpha, located in
Elizabeth, New Jersey, had revenues in 1996 of approximately $51 million.
The acquisition was accounted for under the purchase method of accounting.
Accordingly, the purchase price was allocated to the net assets acquired
based on their estimated fair market value. The Company recorded
approximately $44 million of goodwill with respect to the Alpha acquisition
that will be amortized over 40 years using the straight-line method. Alpha's
operating results have been included in the Company's consolidated results
since January 9, 1997.
-5- <PAGE>
<PAGE>
Note 3: Supplemental Cash Flow Information
Cash payments for income taxes during the first nine months of 1997 and 1996
amounted to $22,572,000 and $23,531,000, respectively. Included in these
amounts were $8,700,000 and $8,400,000 paid to Cooper Industries, Inc. in the
first nine months of 1997 and 1996, respectively, in accordance with a Tax
Sharing and Separation Agreement.
Total interest paid, net of amounts capitalized, during the first nine months
of 1997 and 1996 amounted to $4,557,000 and $2,803,000, respectively.
Note 4: Inventories
<TABLE>
<CAPTION>
September 30, December 31,
1997 1996
(in thousands)
<S> <C> <C>
Raw materials $ 21,004 $ 18,075
Work-in-process 16,350 17,599
Finished goods 69,092 49,029
Perishable tooling and supplies 4,671 3,965
Total 111,117 88,668
Allowances (primarily LIFO reserves) (14,163) (14,883)
Net inventories $ 96,954 $ 73,785
</TABLE>
Note 5: Per Share Information
Earnings per share have been computed based on the weighted average number of
common shares outstanding and common stock options which are dilutive, using
the treasury stock method. The shares used in the computation for the three
months ended September 30, 1997 and 1996 were 26,368,000 and 26,231,000,
respectively. The shares used in the computation for the nine months ended
September 30, 1997 and 1996 were 26,353,000 and 26,226,000, respectively.
In February 1997, the Financial Accounting Standards Board issued Statement
of Financial Accounting Standards (SFAS) No. 128, "Earnings per Share," which
is required to be adopted on December 31, 1997. At that time, the Company
will be required to change the method currently used to compute earnings per
share and to restate all prior periods. Under the new requirements for
calculating primary earnings per share, the dilutive effect of stock options
will be excluded. The impact of SFAS No. 128 on the calculation of primary
and fully diluted earnings per share is not expected to be material.
On August 21, 1997, the Company declared a quarterly cash dividend of $.05
per share payable on October 2, 1997.
-6- <PAGE>
<PAGE>
Note 6: Private Placement
On August 11, 1997, the Company completed a private placement of $75 million
in unsecured debt (Private Placement). The Private Placement will mature
twelve years from closing with an average life of ten years. The Private
Placement was priced at a fixed rate of 6.92%. The proceeds from the Private
Placement were used to pay off borrowings under the Company's $200 million
multicurrency variable rate bank revolving credit agreement (Credit
Agreement).
Note 7: Restructuring Charge
On September 10, 1997, the Company announced plans to close its wire and
cable manufacturing facility in Hudson, Massachusetts and transfer production
to a new plant to be built in South Carolina. In addition, the Company
announced that productivity improvements in its plant in the Netherlands will
permit the Company to reduce its employment at that facility by approximately
6%. As a result, in the third quarter of 1997 the Company took a
nonrecurring pretax charge of $1.6 million related to the plant closure and
Dutch workforce reduction.
Item 2: Management's Discussion and Analysis of Results of Operations and
Financial Condition
Results of Operations
Nine Months Ended September 30, 1997 Compared With Nine Months Ended
September 30, 1996
Revenues
Revenues for the nine months ended September 30, 1997 were $552.3 million
compared with $496.0 million in the same period last year, an increase of
11%, all of which was due to the acquisitions of Alpha Wire (Alpha) and
Intech Cable, Inc. (ICI). Revenues decreased 2% when including revenues of
Alpha (acquired January 8, 1997) and ICI (acquired December 3, 1996) as if
they had been acquired at the beginning of each period. The following table
shows the components of the 11% increase in the Company's revenues for the
first nine months of 1997 in each of the Company's four served markets.
<TABLE>
<CAPTION>
% Increase (Decrease)
% of Total in 1997 Revenues
Revenues Compared with 1996
<S> <C> <C>
Computer 36% 22%
Audio/video 22 (7)
Industrial 20 31
Electrical 22 3
</TABLE>
The increase in the computer market revenues was due to additional revenues
associated with the acquisitions of Alpha and ICI. Excluding the impact of
acquisitions, revenues declined approximately 2% in the first nine months of
1997 compared with the
-7- <PAGE>
<PAGE>
same period in 1996. This decline was primarily attributable to foreign
currency translation and competitive price reductions on the Company's
networking products. Sales of the Company s computer interconnection
products, which link personal computers to discrete peripheral devices and
mainframes to terminals, were down slightly compared to the first nine months
of 1996.
The revenue decline in the audio/video market was primarily due to soft
demand for cable television (CATV) drop cable in both the United States and
export markets. This soft demand not only affected volume growth, but also
negatively impacted selling prices. The soft demand for CATV drop cable in
the United States and export markets is expected to continue throughout the
remainder of the year. Broadcast revenues were down slightly in the first
nine months of 1997, which was attributable to the delay of stadium and
studio projects during the year and the fact that 1996 revenues were aided by
large orders in connection with the Olympics and the Presidential election.
Partially offsetting these declines was strong demand for CATV products sold
in Europe.
Continued capital investment by manufacturers and the acquisitions of Alpha
and ICI were the primary causes for the growth in industrial market revenues.
Excluding acquisitions, industrial market revenues grew 14%. The
acquisitions of Alpha and ICI generated the growth in electrical market
revenues in the first nine months of 1997 compared with 1996. Excluding the
impact of acquisitions, revenues declined 8%. This decline was primarily
attributable to foreign currency translation and the conversion of certain
electrical wire production to more profitable industrial cables and decreased
demand for the Company's electrical cords used on power tools, appliances and
other electrical equipment.
Average prices for the Company's products were down in the first nine months
of 1997 compared to 1996. The decline was attributable to competitive price
reductions, primarily on computer networking and CATV products. Management
expects actions by competitors to have a continued influence on selling
prices. Consolidated revenues were reduced by approximately $16 million due
to the impact of foreign currency exchange rates.
U.S. revenues, which represented approximately 69% of total revenues in the
first nine months of 1997, increased 19% from 1996 due primarily to the
acquisitions of Alpha and ICI. Sales to export markets (primarily to the
Pacific Rim and Latin America) during the first nine months of 1997 were $55
million, which represented a decrease of 10% from 1996. This decline was
attributable to lower computer networking prices and unstable economic
conditions in countries such as Malaysia, Thailand and Indonesia. European
revenues decreased 3% in the first nine months of 1997 compared with 1996,
but increased 12% in local currencies due primarily to stronger demand for
both networking and CATV products. Canadian revenues increased 14% in the
first nine months of 1997 compared with 1996 due primarily to higher demand
for industrial products. European and Canadian revenues represented 16% and
6% of total revenues, respectively, for the first nine months of 1997.
-8- <PAGE>
<PAGE>
Costs, Expenses and Earnings
The following table sets forth information regarding the components of
earnings for the first nine months of 1997 compared with the same period in
1996.
<TABLE>
<CAPTION>
Nine Months Ended % Increase
September 30, 1997 Compared
1997 1996 With 1996
(in thousands, except % data)
<S> <C> <C> <C>
Gross profit* $142,417 $122,710 16.1%
As a % of revenue 25.8% 24.7%
Operating earnings* $76,810 $67,489 13.8%
As a % of revenue 13.9% 13.6%
Income before income taxes* $71,524 $64,737 10.5%
As a % of revenue 13.0% 13.1%
Net income* $43,808 $39,314 11.4%
As a % of revenue 7.9% 7.9%
* Excludes the impact of the $1,000 ($1,600 pretax) nonrecurring charge taken in 3Q 97 relating to plant consolidation and Dutch
workforce reduction pursuant to a plan adopted in the third quarter. These costs relate to employee severance and costs of plant
closure.
</TABLE>
The increase in the gross profit amount was due to higher revenues and
increased profitability, partially offset by the impact of unfavorable
foreign currency exchange rates on the Company's gross profits in Europe. The
improvement in gross profit as a percent of revenues in 1997 was primarily
attributable to manufacturing improvements and material cost reductions,
offset partially by competitive price reductions on networking and CATV
products and the impact of unfavorable foreign currency exchange rates on the
Company's products sold in Europe that are sourced from the United States.
Operating earnings increased during the first nine months of 1997 compared to
the first nine months of 1996 due to greater gross profit. This increase was
partially offset by an increase in selling, general and administrative costs
and goodwill amortization associated with the acquisitions. Operating
earnings as a percent of revenues for the first nine months of 1997 increased
from the same period in 1996 due primarily to the improvement in gross
profit.
Income before income taxes increased due to greater operating earnings. This
increase in operating earnings was partially offset by higher interest costs,
which was related to the higher debt levels incurred in connection with the
acquisitions. Average debt during the first nine months of 1997 and 1996 was
$138 million and $85 million, respectively. The Company's average daily
interest rate for the first nine months of 1997 was 5.5% compared to 5.0% for
the same period in 1996.
-9- <PAGE>
<PAGE>
The Company's effective tax rate was 38.8% and 39.3%, respectively, for the
first nine months of 1997 and 1996. The decline in effective tax rate was
attributable to various tax planning strategies of the Company.
Three Months Ended September 30, 1997 Compared With Three Months Ended
September 30, 1996
Revenues
Revenues for the three months ended September 30, 1997 were $183.7 million
compared with $159.1 million in the same period last year, an increase of
16%, the majority of which was due to the acquisition of Alpha and ICI.
Revenues increased 2% over 1996 when including Alpha and ICI as if they had
been acquired at the beginning of each period. The following table shows the
components of the 16% increase in the Company's third quarter 1997 revenues
in each of Belden's four served markets.
<TABLE>
<CAPTION>
% Increase (Decrease)
% of Total in 1997 Revenues
Revenues Compared with 1996
<S> <C> <C>
Computer 37% 36%
Audio/video 21 (11)
Industrial 21 38
Electrical 21 3
</TABLE>
Factors affecting the revenue improvement, excluding the impact of
acquisitions, in the three months ended September 30, 1997 compared with
1996, were essentially the same as those noted above in the comparison of the
nine months ended September 30, 1997 and 1996. However, the computer market
revenues, excluding the effect of acquisitions, grew 8% in the third quarter
due to strong demand for the Company's networking products in all geographic
regions of the world, which was partially offset by competitive price
reductions and weak demand for the Company's telephony products sold in
Europe. In addition, sales of the Company's broadcast products turned
unfavorable in the third quarter due to the timing of many stadium and studio
project orders.
-10- <PAGE>
<PAGE>
Costs, Expenses and Earnings
The following table sets forth information regarding the components of
earnings for the third quarter of 1997 compared with the same period in 1996.
<TABLE>
<CAPTION>
Three Months Ended % Increase
September 30, 1997 Compared
1997 1996 With 1996
($ in thousands)
<S> <C> <C> <C>
Gross profit* $47,522 $39,783 19.5%
As a % of revenue 25.9% 25.0%
Operating earnings* $26,668 $23,005 15.9%
As a % of revenue 14.5% 14.5%
Income before income taxes* $24,898 $22,126 12.5%
As a % of revenue 13.6% 13.9%
Net income* $15,483 $13,428 15.3%
As a % of revenue 8.4% 8.4%
* Excludes the impact of the $1,000 ($1,600 pretax) nonrecurring charge taken in 3Q 97 relating to plant consolidation and Dutch
workforce reduction pursuant to a plan adopted in the third quarter. These costs relate to employee severance and costs of plant
closure.
</TABLE>
The increase in gross profit was primarily due to higher revenue and
increased profitability, partially offset by the impact of unfavorable
foreign currency exchange rates on the Company's gross profits in Europe.
Manufacturing improvements and material cost reductions contributed to the
improvement in gross profit as a percent of revenues, but were partially
offset by the impact of unfavorable foreign currency exchange rates.
Operating earnings increased during the third quarter of 1997 compared with
the third quarter of 1996 due to greater gross profit. This increase was
partially offset by an increase in selling, general and administrative costs
and goodwill amortization associated with the acquisitions of Alpha and ICI.
Operating earnings as a percent of revenues was 14.5% in both the third
quarter of 1997 and 1996. The improvement in gross profit as a percent of
revenues was offset by increased selling and marketing expenditures to
generate more sales volume and the goodwill associated with the acquisitions
of Alpha and ICI.
The increase in income before income taxes for the third quarter of 1997
compared to the same period in 1996 was due to the increase in operating
earnings, partially offset by higher interest costs. The increase in average
debt levels, associated with the Company's acquisitions, and the increase in
average interest rates contributed to the increase in interest costs. Average
debt during the third quarter of 1997 and 1996 was $133 million and $86
million, respectively. The Company's average daily interest rate for the
third quarter of 1997 was 5.8% compared to 5.0% in 1996.
The Company's effective tax rate was 37.8% and 39.3%, respectively, for the
third quarter of 1997 and 1996. The decline in effective tax rate was
attributable to various tax planning strategies of the Company.
-11- <PAGE>
<PAGE>
Financial Condition
Liquidity and Capital Resources
The Company has a $200 million Credit Agreement with a group of seven banks.
The Credit Agreement is unsecured and expires in November 2001. At September
30, 1997, the Company had $187 million available under the Credit Agreement.
In addition, as of September 30, 1997, the Company had unsecured, uncommitted
arrangements with four banks under which it may borrow up to $66 million at
prevailing interest rates. At September 30, 1997, the Company had $34 million
available under these arrangements.
On August 11, 1997, the Company completed a private placement of $75 million
in unsecured debt. The Private Placement will mature twelve years from
closing with an average life of ten years. The Private Placement was priced
at a fixed rate of 6.92%. The proceeds from the Private Placement were used
to pay off borrowings under the Credit Agreement. The Note Purchase
Agreement effecting the Private Placement contains various customary
affirmative and negative covenants and other provisions, including
restrictions on the incurrence of debt and maintaining a debt to total
capitalization ratio not to exceed 65%.
The Company expects that cash provided by operations and borrowings available
under the Credit Agreement will provide it with sufficient liquidity to meet
its operating needs and fund its normal dividends and anticipated capital
expenditures.
Working Capital
During the first nine months of 1997, operating working capital (defined as
receivables and inventories less payables and accrued liabilities, excluding
the effect of exchange rate changes and business combinations) increased
$27.0 million. The increase was primarily due to increases in inventories to
support current and future growth, increases in receivables associated with
higher revenues and decreases in payable and accrued liabilities associated
with spending on acquisition accruals.
Capital Expenditures
For the first nine months in 1997, the Company had capital expenditures of
$19.1 million, primarily for modernization and enhancement of machinery and
equipment and the implementation of an integrated business information
system. The Company plans on spending approximately $30 million during 1997
on similar projects.
All of the statements in this document other than historical facts are
forward looking statements made in reliance upon the Safe Harbor of the
Private Securities Litigation Reform Act of 1995. There can be no assurances
that the Company's actual results will be materially consistent with such
forward looking information. Developments in technology, acceptance of the
Company's products, changes in raw material costs, pricing of the Company's
products, foreign currency rates and changes in the economy will have an
impact on the Company's actual results. These factors are more specifically
described in the Company Annual Report on Form 10-K for the year
ended December 31, 1996.
-12- <PAGE>
<PAGE>
PART II OTHER INFORMATION
Item 2: Changes in Securities
(c) On August 11, 1997, the Company completed a private placement of
unsecured debt (Private Placement) through the sale of eight notes (Senior
Notes, Series 1997-A) in the aggregate principal amount of $75 million to
certain investment funds and insurance companies. The sale of notes was made
as a private placement of debt; as such, the sale was exempt from
registration under the Securities Act of 1933.
Item 6: Exhibits and Reports on Form 8-K
(b) None.
-13- <PAGE>
<PAGE>
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.
BELDEN INC.
Date: November 13, 1997 By: /s/ C. Baker Cunningham
C. Baker Cunningham
Chairman of the Board, President
and Chief Executive Officer
Date: November 13, 1997 By: /s/ Richard K. Reece
Richard K. Reece
Vice President, Finance,
Treasurer and Chief Financial Officer
-14- <PAGE>
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-START> JUL-01-1997
<PERIOD-END> SEP-30-1997
<CASH> 538
<SECURITIES> 0
<RECEIVABLES> 126351
<ALLOWANCES> 1256
<INVENTORY> 96954
<CURRENT-ASSETS> 229969
<PP&E> 291823
<DEPRECIATION> 143626
<TOTAL-ASSETS> 460422
<CURRENT-LIABILITIES> 77439
<BONDS> 0
0
0
<COMMON> 262
<OTHER-SE> 216393
<TOTAL-LIABILITY-AND-EQUITY> 460422
<SALES> 183693
<TOTAL-REVENUES> 183693
<CGS> 136171
<TOTAL-COSTS> 136171
<OTHER-EXPENSES> 22454
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 1770
<INCOME-PRETAX> 23298
<INCOME-TAX> 8795
<INCOME-CONTINUING> 14503
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 14503
<EPS-PRIMARY> .55
<EPS-DILUTED> .55
</TABLE>
