<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 September 25, 1998
Commission file number 0-26188
PALM HARBOR HOMES, INC.
----------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
<TABLE>
<S> <C>
Florida 59-1036634
- --------------------------------------------- ---------------------------------------
(State or other jurisdiction of incorporation (I.R.S. Employer Identification Number)
or organization)
</TABLE>
15303 Dallas Parkway, Suite 800, Dallas, Texas 75248
------------------------------------------------------------
(Address of principal executive offices) (Zip code)
972-991-2422
----------------------------------------------------
(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) Yes [X] No [ ] 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 the latest practicable date.
Shares of common stock $.01 par value, outstanding on November 4, 1998 -
23,779,614.
<PAGE> 2
PALM HARBOR HOMES, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands)
(Unaudited)
<TABLE>
<CAPTION>
SEPTEMBER 25, MARCH 27,
1998 1998
--------- ---------
<S> <C> <C>
ASSETS
Cash and cash equivalents $ 16,506 $ 21,073
Investments 35,575 5,091
Receivables 80,275 71,171
Inventories 103,558 108,185
Other current assets 5,698 5,163
--------- ---------
Total current assets 241,612 210,683
Other assets 74,987 75,803
Property, plant and equipment, net 72,329 67,360
--------- ---------
TOTAL ASSETS $ 388,928 $ 353,846
========= =========
LIABILITIES AND SHAREHOLDERS' EQUITY
Accounts payable $ 47,323 $ 44,547
Floor plan payable 106,525 79,564
Line of credit 17,000
Accrued liabilities 49,143 46,338
Current portion of long-term debt 225 944
--------- ---------
Total current liabilities 203,216 188,393
Long-term debt, less current portion 3,267 3,382
Deferred income taxes 4,758 5,015
Shareholders' equity:
Common stock, $.01 par value 191 191
Additional paid-in capital 54,197 54,197
Retained earnings 123,658 102,865
--------- ---------
178,046 157,253
Less treasury shares (359) (197)
--------- ---------
Total shareholders' equity 177,687 157,056
--------- ---------
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $ 388,928 $ 353,846
========= =========
</TABLE>
See accompanying notes.
1
<PAGE> 3
PALM HARBOR HOMES, INC.
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(in thousands, except per share data)
(Unaudited)
<TABLE>
<CAPTION>
THREE MONTHS ENDED SIX MONTHS ENDED
SEPTEMBER 25, SEPTEMBER 26, SEPTEMBER 25, SEPTEMBER 26,
1998 1997 1998 1997
--------- --------- --------- ---------
<S> <C> <C> <C> <C>
Net sales $ 190,853 $ 153,106 $ 394,983 $ 312,203
Cost of sales 133,000 112,881 279,833 231,442
Selling, general and
administrative expenses 38,382 27,080 77,291 54,649
--------- --------- --------- ---------
Income from operations 19,471 13,145 37,859 26,112
Interest expense (2,750) (1,134) (5,000) (2,178)
Other income 715 639 1,399 1,157
--------- --------- --------- ---------
Income before income taxes 17,436 12,650 34,258 25,091
Income tax expense 7,011 4,757 13,708 9,530
--------- --------- --------- ---------
Net income $ 10,425 $ 7,893 $ 20,550 $ 15,561
========= ========= ========= =========
Net income per common share -
basic and diluted $ 0.44 $ 0.34 $ 0.86 $ 0.66
========= ========= ========= =========
Weighted average common
shares outstanding 23,786 23,589 23,787 23,589
========= ========= ========= =========
Weighted average common
shares outstanding -
assuming dilution 23,845 23,631 23,847 23,623
========= ========= ========= =========
</TABLE>
See accompanying notes.
2
<PAGE> 4
PALM HARBOR HOMES, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
(Unaudited)
<TABLE>
<CAPTION>
FOR THE SIX MONTHS ENDED
SEPTEMBER 25, SEPTEMBER 26,
1998 1997
-------- --------
<S> <C> <C>
OPERATING ACTIVITIES
Net income $ 20,550 $ 15,561
Adjustments to reconcile net income to net
cash provided by operating activities:
Depreciation 3,580 2,703
Amortization 1,969 803
Deferred income tax benefit (257) (324)
Gain on sale of loans (5,303)
Gain on disposition of assets (45) (12)
Changes in operating assets and liabilities:
Trade accounts receivable 1,799 (9,594)
Inventories 4,627 (5,100)
Other current assets (535) 1,222
Other assets (1,153) (188)
Accounts payable and accrued liabilities 5,581 4,003
-------- --------
Cash provided by operations 30,813 9,074
Loans originated (88,678)
Sales of loans 83,321
-------- --------
Net cash provided by operating activities 25,456 9,074
INVESTING ACTIVITIES
Purchases of property, plant and equipment (8,601) (9,577)
Purchases of investments (35,142) (1,847)
Sales of investments 4,658 3,225
Proceeds from disposition of assets 97 15
-------- --------
Net cash used in investing activities (38,988) (8,184)
FINANCING ACTIVITIES
Net proceeds from floor plan payable 26,961 1,581
Payments on line of credit (17,000)
Principal payments on notes payable and long-term debt (834) (83)
Net purchases of treasury stock (162) (3)
Notes receivable from shareholders 13
-------- --------
Net cash provided by financing activities 8,965 1,508
-------- --------
Net (decrease) increase in cash and cash equivalents (4,567) 2,398
Cash and cash equivalents at beginning of period 21,073 26,346
-------- --------
Cash and cash equivalents at end of period $ 16,506 $ 28,744
======== ========
Supplemental disclosures of cash flow information:
Cash paid during the period for:
Interest $ 4,680 $ 2,165
Income taxes 15,412 12,003
</TABLE>
See accompanying notes.
3
<PAGE> 5
PALM HARBOR HOMES, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
1. Basis of Presentation
The condensed consolidated financial statements reflect all
adjustments, which include only normal recurring adjustments, which
are, in the opinion of management, necessary for a fair and accurate
presentation. Certain footnote disclosures normally included in
financial statements prepared in accordance with generally accepted
accounting principles have been omitted. The condensed consolidated
financial statements should be read in conjunction with the audited
financial statements for the year ended March 27, 1998. Results of
operations for any interim period are not necessarily indicative of
results to be expected for a full year.
2. Stock Dividend
On June 30, 1998, the Board of Directors of the Company declared a
5-for-4 stock split effected in the form of a 25% stock dividend to
shareholders of record on July 14, 1998. The stock dividend was paid on
July 28, 1998. Historical common share and per share data for all
periods presented have been adjusted to reflect the stock split.
3. Inventories
Inventories consist of the following (in thousands):
<TABLE>
<CAPTION>
SEPTEMBER 25, MARCH 27,
1998 1998
-------- --------
Unaudited
<S> <C> <C>
Raw materials $ 8,603 $ 8,625
Work in process 2,951 2,803
Finished goods - manufacturing 31 156
- retail 91,973 96,601
-------- --------
$103,558 $108,185
======== ========
</TABLE>
4. Other Assets
Other assets include goodwill of $65.7 million at September 25, 1998
and $63.5 million at March 27, 1998, with accumulated amortization of
$4.9 million and $3.0 million, respectively.
5. Floor Plan Payable
The Company has floor plan credit facilities totaling $170.0 million
from financial institutions to finance a major portion of its home
inventory at the Company's retail superstores. These facilities are
secured by a portion of the Company's home inventory and cash in
transit from financial institutions. Interest rates range from prime
(8.50% at September 25, 1998) to prime minus .50%. The Company had
$106.5 million and $79.6 million outstanding on these floor plan credit
facilities at September 25, 1998 and March 27, 1998, respectively.
4
<PAGE> 6
The Company has entered into a floor plan financing agreement with a
financial institution. As part of this agreement, the Company is able
to earn interest on investments made with the financial institution,
which can be withdrawn without any imposed restrictions. The interest
rate on the outstanding borrowings is prime (8.5% at September 25,
1998). The agreement also calls for a minimum of $50.0 million to be
maintained as the outstanding balance on the related credit facility.
The agreement is effective until December 31, 1999. At September 25,
1998, the Company had $25.0 million invested and has classified this
amount as Investments in the accompanying Condensed Consolidated
Balance Sheet.
6. Line of Credit
The Company has a $25.0 million unsecured revolving line of credit from
a financial institution for general corporate purposes. The line of
credit bears interest, at the option of the Company (under certain
conditions), at either the LIBOR rate plus .625% or the prime rate
minus 1%. The line of credit contains provisions regarding minimum net
worth requirements and certain indebtedness limitations which would
limit the amount available for future borrowings. The line of credit
also requires an annual commitment fee of $20,000 and is available
through July 10, 1999. The Company had zero and $17.0 million
outstanding on this line of credit on September 25, 1998 and March 27,
1998, respectively.
7. Reclassification
Certain prior period amounts have been reclassified to conform to the
current period presentation.
8. Financial Services Revenue Recognition
The Company has adopted Statement of Financial Accounting Standards No.
125 (SFAS 125) "Accounting for Transfers and Servicing of Financial
Assets and Extinguishments of Liabilities," which became effective
after December 31, 1996. SFAS 125 modifies the Company's accounting
policies for the origination and sale of loan contracts through
CountryPlace Mortgage, Ltd. ("CountryPlace"), the Company's finance
subsidiary. CountryPlace sells the loan contracts to national consumer
finance companies and retains a residual interest in the interest
generated by the sold contracts. The fair value of the residual
interest is determined using a number of market based assumptions. The
gain on the sale of these contracts is included in revenues net of any
estimated credit losses. The effect of SFAS 125 on prior periods was
not material. The Company also recognizes income from the sale of
property and casualty insurance policies.
5
<PAGE> 7
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
See pages 1 through 5.
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations
The following table sets forth certain items of the Company's statement of
income as a percentage of net sales for the period indicated.
<TABLE>
<CAPTION>
THREE MONTHS ENDED SIX MONTHS ENDED
SEPTEMBER 25, SEPTEMBER 26, SEPTEMBER 25, SEPTEMBER 26,
1998 1997 1998 1997
-------- -------- -------- --------
<S> <C> <C> <C> <C>
Net sales 100.0% 100.0% 100.0% 100.0%
Cost of sales 69.7 73.7 70.8 74.1
-------- -------- -------- --------
Gross profit 30.3 26.3 29.2 25.9
Selling, general and
administrative expenses 20.1 17.7 19.6 17.5
-------- -------- -------- --------
Income from operations 10.2 8.6 9.6 8.4
Interest expense (1.4) (0.7) (1.3) (0.7)
Other income 0.4 0.4 0.4 0.4
-------- -------- -------- --------
Income before income taxes 9.2 8.3 8.7 8.1
Income tax expense 3.7 3.1 3.5 3.1
-------- -------- -------- --------
Net income 5.5% 5.2% 5.2% 5.0%
======== ======== ======== ========
</TABLE>
6
<PAGE> 8
The following table summarizes certain key sales statistics as of and for the
three and six months ended September 25, 1998 and September 26, 1997.
<TABLE>
<CAPTION>
THREE MONTHS ENDED SIX MONTHS ENDED
SEPTEMBER 25, SEPTEMBER 26, SEPTEMBER 25, SEPTEMBER 26,
1998 1997 1998 1997
------- ------- ------- -------
<S> <C> <C> <C> <C>
Company homes sold through
Company-owned retail superstores 2,513 1,892 4,994 3,707
Total new homes sold 3,919 3,448 8,128 6,925
Internalization rate (1) 64% 55% 61% 54%
Average new home price - retail $55,000 $56,000 $54,000 $55,000
Number of retail superstores at
end of period 104 63 104 63
Homes sold to independent retailers 1,131 1,517 2,444 3,113
</TABLE>
(1) The internalization rate is the percentage of new homes that are
manufactured by the Company and sold through Company-owned retail
superstores.
THREE MONTHS ENDED SEPTEMBER 25, 1998 COMPARED TO THREE MONTHS ENDED
SEPTEMBER 26, 1997
NET SALES. Net sales increased 24.7% to $190.9 million in the second
quarter of fiscal 1999 from $153.1 million in the second quarter of fiscal 1998.
Of this increase, 22.0% was the result of an increase in manufactured housing
sales and 2.7% was the result of an increase in financial services income. The
increase in manufactured housing sales was primarily due to a 44.4% increase in
the volume of homes sold through Company-owned retail superstores. The Company
had 104 superstores at the end of the second quarter of fiscal 1999 compared to
63 at the end of the second quarter of fiscal 1998. The increase in financial
services income was primarily due to an increase in the gain on the sale of
loans in which CountryPlace Mortgage, Ltd., the Company's finance subsidiary,
retains a residual interest. See "Financial Services Revenue Recognition" in
Notes to Condensed Consolidated Financial Statements.
GROSS PROFIT. Gross profit increased 43.8% to $57.9 million in the
quarter ended September 25, 1998 compared to $40.2 million in the quarter ended
September 26, 1997. During the same period, gross profit margin as a percentage
of net sales increased to 30.3% compared to 26.3%. This increase was the result
of selling 64% of the Company's homes through Company-owned retail superstores
in the second quarter of fiscal 1999 versus 55% in the second quarter of fiscal
1998 and production efficiencies at manufacturing facilities.
SELLING, GENERAL AND ADMINISTRATIVE EXPENSES. Selling, general and
administrative expenses increased 41.7% to $38.4 million in the quarter ended
September 25, 1998 from $27.1 million in the quarter ended September 26, 1997,
primarily due to increased promotion and advertising expenditures, expenses
associated with the 41 additional retail superstores, and performance based
compensation expense. As a percentage of net sales, selling, general and
administrative expenses increased, as planned, to 20.1% in the second quarter of
fiscal 1999 from 17.7% in the second quarter of fiscal 1998. This planned
increase is due to the growth in the Company's retail operations which,
generally, have higher selling, general and administrative expenses as a
percentage of net sales as compared to wholesale operations.
7
<PAGE> 9
INCOME FROM OPERATIONS. As a result of the foregoing factors, income from
operations increased 48.1% to $19.5 million in the quarter ended September 25,
1998 compared to $13.1 million in the quarter ended September 26, 1997.
INTEREST EXPENSE. Interest expense increased 142.5% to $2.8 million for
the second quarter of fiscal 1999 from $1.1 million in the second quarter of
fiscal 1998. This increase was primarily due to an increase in floor plan credit
facilities.
OTHER INCOME. Other income increased 11.9% to $.72 million in the second
quarter of fiscal 1999 from $.64 million in the second quarter of fiscal 1998.
This increase was primarily the result of additional interest earned on cash
used for investments.
SIX MONTHS ENDED SEPTEMBER 25, 1998 COMPARED TO SIX MONTHS ENDED
SEPTEMBER 26, 1997
NET SALES. Net sales increased 26.5% to $395.0 million in the six months
ended September 25, 1998 from $312.2 million in the six months ended September
26, 1997. Of this increase, 23.6% was the result of an increase in manufactured
housing sales and 2.9% was the result of an increase in financial services
income. The increase in manufactured housing sales was primarily due to a 49.1%
increase in the volume of homes sold through Company-owned retail superstores.
The company had 104 superstores at the end of the six months ended September 25,
1998 compared to 63 at the end of the six months ended September 26, 1997. The
increase in financial services income was primarily due to an increase in the
gain on the sale of loans in which CountryPlace Mortgage, Ltd., the Company's
finance subsidiary, retains a residual interest. See "Financial Services Revenue
Recognition" in Notes to Condensed Consolidated Financial Statements.
GROSS PROFIT. Gross profit increased 42.6% to $115.2 million in the six
months ended September 25, 1998 compared to $80.8 million in the six months
ended September 26, 1997. During the same period, gross profit margin as a
percentage of net sales increased to 29.2% compared to 25.9%. This increase was
the result of selling 61% of the Company's homes through Company-owned retail
superstores in the six months ended September 25, 1998 versus 54% in the six
months ended September 26, 1997 and production efficiencies at maturing
manufacturing facilities.
SELLING, GENERAL AND ADMINISTRATIVE EXPENSES. Selling, general and
administrative expenses increased 41.4% to $77.3 million in the six months ended
September 25, 1998 from $54.6 million in the six months ended September 26,
1997, primarily due to increased promotion and advertising expenditures,
expenses associated with the 41 additional retail superstores, and
performance-based compensation expense. As a percentage of net sales, selling,
general and administrative expenses increased, as planned, to 19.6% in the six
months ended September 25, 1998 from 17.5% in the six months ended September 26,
1997. This planned increase is due to the growth in the Company's retail
operations which, generally, have higher selling, general and administrative
expenses as a percentage of net sales as compared to wholesale operations.
INCOME FROM OPERATIONS. As a result of the foregoing factors, income from
operations increased 45.0% to $37.9 million in the six months ended September
25, 1998 compared to $26.1 million in the six months ended September 26, 1997.
8
<PAGE> 10
INTEREST EXPENSE. Interest expense increased 129.6% to $5.0 million for
the six months ended September 25, 1998 from $2.2 million in the six months
ended September 26, 1997. This increase was primarily due to an increase in the
floor plan credit facilities.
OTHER INCOME. Other income increased 20.9% to $1.4 million in the six
months ended September 25, 1998 from $1.2 million in the six months ended
September 26, 1997. This increase was primarily the result of additional
interest earned on cash used for investments.
LIQUIDITY AND CAPITAL RESOURCES. The Company has floor plan credit
facilities totaling $170.0 million from financial institutions to finance a
major portion of its home inventory at the Company's retail superstores. These
facilities are secured by a portion of the Company's home inventory and cash in
transit from financial institutions. Interest rates range from prime (8.5% at
September 25, 1998) to prime minus .50%. The Company had $106.5 million and
$79.6 million outstanding on these credit facilities at September 25, 1998 and
March 27, 1998, respectively.
The Company has entered into a floor plan financing agreement with a
financial institution. As part of this agreement, the Company is able to earn
interest on investments made with the financial institution, which can be
withdrawn without any imposed restrictions. The interest rate on the outstanding
borrowings is prime (8.5% at September 25, 1998). The agreement also calls for a
minimum of $50.0 million to be maintained as the outstanding balance on the
related credit facility. The agreement is effective until December 31, 1999. At
September 25, 1998, the Company had $25.0 million invested and has classified
this amount as Investments in the accompanying Condensed Consolidated Balance
Sheet.
The Company has obtained a $25.0 million unsecured revolving line of
credit from a financial institution for general corporate purposes. The line of
credit bears interest, at the option of the Company (under certain conditions),
at either the LIBOR rate plus .625% or the prime rate minus 1%. The line of
credit contains provisions regarding minimum net worth requirements and certain
indebtedness limitations which would limit the amount available for future
borrowings. The line of credit also requires an annual commitment fee of $20,000
and is available through July 10, 1999. The Company had zero and $17.0 million
outstanding on this line of credit at September 25, 1998 and March 27, 1998,
respectively.
The Company believes that cash flow from operations, together with floor
plan financing and the revolving line of credit, will be adequate to support its
working capital and currently planned capital expenditure needs in the
foreseeable future. The Company may, from time to time, obtain additional floor
plan financing for its retail inventories. Such practice is customary in the
industry. The Company is also considering other various sources of financing
including, but not limited to, a private placement of debt. However, because
future cash flows and the availability of financing will depend on a number of
factors, including prevailing economic and financial conditions, business and
other factors beyond the Company's control, no assurances can be given in this
regard.
YEAR 2000 ISSUE. The "Year 2000 Issue" is the result of computer programs
that use two digits instead of four to record the applicable year. Computer
programs that have date-sensitive
9
<PAGE> 11
software may be unable to properly categorize and process dates occurring after
December 31, 1999. This could result in a system failure or miscalculations in
the Company's computer programs causing significant, unanticipated liabilities,
expenses and possible disruption of its business.
Based on an assessment by the Company of operating, financial and
management information systems, the Company implemented a plan during the second
quarter of fiscal 1997 to modify or upgrade certain equipment and software
necessary to address the Year 2000 Issue. Costs are estimated to be
significantly less than $.50 million. Under the plan, all modifications and
upgradings will be completed and tested before December 1999. The plan is
designed to utilize resources from within the Company with minimal impact on
other non-Year 2000 Issue management information system projects.
Additionally, risk of business disruption exists if Year 2000
Issue-related failures occur among the Company's lenders, suppliers,
transporters and others upon which the Company relies, but over which the
Company has no control. There can be no guarantee that the systems of these
third parties on which the Company relies will be modified on a timely basis and
will not have an adverse effect on the Company's systems or operations. The
Company is maintaining contact with these critical third parties to determine
the extent to which the Company would be affected if there were Year 2000
Issue-related failures among these third parties.
FORWARD-LOOKING INFORMATION. Certain statements contained in this report
are forward-looking statements within the meaning of Section 27A of the
Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934.
Management is unaware of any trends or conditions that could have a material
adverse effect on the Company's consolidated financial position, future results
of operations or liquidity. However, investors should also be aware of factors
which could have a negative impact on prospects and the consistency of progress.
These include political, economic or other factors such as inflation rates,
recessionary or expansive trends, taxes and regulations and laws affecting the
business in each of the Company's markets; competitive product, advertising,
promotional and pricing activity; dependence on the rate of development and
degree of acceptance of new product introductions in the marketplace; and the
difficulty of forecasting sales at certain times in certain markets.
10
<PAGE> 12
PART II. OTHER INFORMATION
Item 1. Legal Proceedings - Not applicable
Item 2. Changes in Securities - Not applicable
Item 3. Defaults upon Senior Securities - Not applicable
Item 4. Submission on Matters to a Vote by Security Holders - Not applicable
Item 5. Other Information - Not applicable
Item 6. Exhibits and Reports on Form 8-K.
(a) Exhibit 27 - Financial Date Schedule (EDGAR filing only).
(b) Reports on Form 8-K - Not applicable
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereto duly authorized.
Date: November 4, 1998
Palm Harbor Homes, Inc.
-----------------------------------------
(Registrant)
By: /s/ Kelly Tacke
-----------------------------------------
Kelly Tacke
Chief Financial and Accounting
Officer
By: /s/ Lee Posey
-----------------------------------------
Lee Posey
Chairman of the Board
11
<PAGE> 13
INDEX TO EXHIBITS
<TABLE>
EXHIBIT
NUMBER DESCRIPTION
- ------- -----------
<S> <C>
27 Financial Data Schedule
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
COMPANY'S CONSOLIDATED BALANCE SHEET AS OF SEPTEMBER 25, 1998 AND CONSOLIDATED
STATEMENT OF INCOME FOR THE SIX MONTHS ENDED SEPTEMBER 25, 1998 LOCATED IN THE
COMPANY'S 10-Q AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL
STATEMENTS AND THE NOTES THERETO.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> MAR-26-1999
<PERIOD-START> MAR-28-1998
<PERIOD-END> SEP-25-1998
<CASH> 16,506
<SECURITIES> 35,575
<RECEIVABLES> 80,275
<ALLOWANCES> 0
<INVENTORY> 103,558
<CURRENT-ASSETS> 241,612
<PP&E> 72,329
<DEPRECIATION> 0
<TOTAL-ASSETS> 388,928
<CURRENT-LIABILITIES> 203,216
<BONDS> 3,267
0
0
<COMMON> 191
<OTHER-SE> 177,496
<TOTAL-LIABILITY-AND-EQUITY> 388,928
<SALES> 394,983
<TOTAL-REVENUES> 394,983
<CGS> 279,833
<TOTAL-COSTS> 279,833
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 5,000
<INCOME-PRETAX> 34,258
<INCOME-TAX> 13,708
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 20,550
<EPS-PRIMARY> .86
<EPS-DILUTED> .86
</TABLE>