<PAGE> 1
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 29, 1996
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES
EXCHANGE ACT OF 1934.
For the transition period from to
COMMISSION FILE NUMBER 1-14260
WACKENHUT CORRECTIONS CORPORATION
- ------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Florida 65-0043078
- ------------------------------------------------------------------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
4200 Wackenhut Drive #100, Palm Beach Gardens, Florida 33410-4243
- ------------------------------------------------------------------------------
(Address of principal executive offices) (Zip code)
(561) 622-5656
- ------------------------------------------------------------------------------
(Registrant's telephone number, including area code)
Not Applicable
- -------------------------------------------------------------------------------
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 twelve (12) months (or for such shorter period that
the registrant was required to file such report), and (2) has been subject to
such filing requirements for the past 90 days.
Yes [X] No [ ]
At November 1, 1996, 21,935,692 shares of the registrant's Common Stock were
issued and outstanding.
Page 1 of 14
<PAGE> 2
WACKENHUT CORRECTIONS CORPORATION
PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
The following consolidated financial statements of Wackenhut Corrections
Corporation, a Florida corporation (the "Corporation") have been prepared in
accordance with the instructions to Form 10-Q and therefore, omit or condense
certain footnotes and other information normally included in financial
statements prepared in accordance with generally accepted accounting
principles. In the opinion of management, all adjustments (consisting only of
normal recurring accruals) necessary for a fair presentation of the financial
information for the interim periods reported have been made. Results of
operations for the thirty-nine weeks ended September 29, 1996 are not
necessarily indicative of the results for the entire fiscal year ending
December 29, 1996.
Page 2 of 14
<PAGE> 3
WACKENHUT CORRECTIONS CORPORATION
CONSOLIDATED STATEMENTS OF INCOME
FOR THE THIRTEEN WEEKS ENDED
SEPTEMBER 29, 1996 AND OCTOBER 1, 1995
(IN THOUSANDS EXCEPT PER SHARE DATA)
(UNAUDITED)
<TABLE>
<CAPTION>
THIRTEEN WEEKS ENDED
-----------------------------------------------
SEPTEMBER 29, OCTOBER 1,
1996 1995
------------- ----------
<S> <C> <C>
Revenues $36,785 $25,757
Operating expenses (including amounts related
to Parent of $1,018 and $1,789) 30,837 21,445
Depreciation and amortization 948 603
------- -------
Contribution from operations 5,000 3,709
G&A expense (including amounts related to
Parent of $358 and $325) 2,061 1,784
------- -------
Operating income 2,939 1,925
Interest income (including interest
related to Parent of ($118) and $9) 455 13
------- -------
Income before income taxes and equity
income (loss) of affiliate 3,394 1,938
Provision for income taxes 1,263 694
------- -------
Income before equity income (loss) of affiliate 2,131 1,244
Equity income (loss) of affiliate, net of
income tax (provision) benefit of ($175)
and $32 280 (49)
------- -------
Net income $ 2,411 $ 1,195
======= =======
Earnings per share $ 0.11 $ 0.07
======= =======
Weighted average shares outstanding 22,642 17,718
======= =======
</TABLE>
The accompanying notes to consolidated financial statements
are an integral part of these statements.
Page 3 of 14
<PAGE> 4
WACKENHUT CORRECTIONS CORPORATION
CONSOLIDATED STATEMENTS OF INCOME
FOR THE THIRTY-NINE WEEKS ENDED
SEPTEMBER 29, 1996 AND OCTOBER 1, 1995
(IN THOUSANDS EXCEPT PER SHARE DATA)
(UNAUDITED)
<TABLE>
<CAPTION>
THIRTY-NINE WEEKS ENDED
-----------------------------------------------
SEPTEMBER 29, OCTOBER 1,
1996 1995
------------- ----------
<S> <C> <C>
Revenues $99,635 $71,801
Operating expenses (including amounts related
to Parent of $2,623 and $5,164) 84,053 59,272
Depreciation and amortization 2,554 1,614
------- -------
Contribution from operations 13,028 10,915
G&A expense (including amounts related to
Parent of $1,074 and $959) 6,457 5,582
------- -------
Operating income 6,571 5,333
Interest income (including interest
related to Parent of ($9) and $116) 1,752 125
------- -------
Income before income taxes and equity
income (loss) of affiliate 8,323 5,458
Provision for income taxes 3,092 2,116
------- -------
Income before equity income (loss) of affiliate 5,231 3,342
Equity income (loss) of affiliate, net of
income tax (provision) benefit of ($289)
and $93 462 (147)
------- -------
Net income $ 5,693 $ 3,195
======= =======
Earnings per share $ 0.26 $ 0.18
======= =======
Weighted average shares outstanding 22,058 17,700
======= =======
</TABLE>
The accompanying notes to consolidated financial statements
are an integral part of these statements.
Page 4 of 14
<PAGE> 5
WACKENHUT CORRECTIONS CORPORATION
CONSOLIDATED BALANCE SHEETS
SEPTEMBER 29, 1996 AND DECEMBER 31, 1995
(IN THOUSANDS EXCEPT SHARE DATA)
<TABLE>
<CAPTION>
END OF PERIOD
-------------------------------------
SEPTEMBER 29, 1996 DECEMBER 31, 1995
------------------ -----------------
(UNAUDITED)
<S> <C> <C>
ASSETS
Current Assets:
Cash $43,453 $ 909
Accounts receivable 22,762 17,826
Deferred income tax asset - current -- 51
Other 6,468 3,567
------- -------
Total current assets 72,683 22,353
Property and equipment, net 15,797 8,211
Investments in and advances to affiliates 1,151 400
Deferred charges, net 6,459 4,587
Unamortized cost in excess of net assets
of acquired companies, net 2,311 2,408
Other 907 881
------- -------
$99,308 $38,840
======= =======
LIABILITIES AND SHAREHOLDERS' EQUITY
Current Liabilities:
Accounts payable $ 1,500 $ 1,852
Accrued payroll and related taxes 3,211 3,330
Accrued expenses 4,572 3,705
Current portion of long-term debt 11 11
Deferred income tax liability - current 20 --
------- -------
Total current liabilities 9,314 8,898
------- -------
Deferred income taxes, net 5,098 3,733
------- -------
Long-term debt 231 980
------- -------
Shareholders' equity:
Preferred stock, $.01 par value,
10,000,000 shares authorized -- --
Common stock, $.01 par value,
60,000,000 shares authorized,
21,933,692 and 17,078,162 shares issued
and outstanding 219 171
Additional paid-in capital 72,281 18,860
Retained earnings 11,780 6,087
Cumulative translation adjustment 385 111
------- -------
Total shareholders' equity 84,665 25,229
------- -------
$99,308 $38,840
======= =======
</TABLE>
The accompanying notes to consolidated financial statements
are an integral part of these balance sheets.
Page 5 of 14
<PAGE> 6
WACKENHUT CORRECTIONS CORPORATION
CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE THIRTY-NINE WEEKS ENDED
SEPTEMBER 29, 1996 AND OCTOBER 1, 1995
(IN THOUSANDS)
(UNAUDITED)
<TABLE>
<CAPTION>
THIRTY-NINE WEEKS ENDED
-----------------------------------------------
SEPTEMBER 29, OCTOBER 1,
1996 1995
------------- ----------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income $ 5,693 $ 3,195
Adjustments to reconcile net income to net cash
provided by operating activities--
Depreciation and amortization expense 2,554 1,614
Equity (income) loss of affiliates (751) 147
Changes in assets and liabilities --
(Increase) decrease in assets:
Accounts receivable (4,850) (10,458)
Deferred income tax asset - current 51 31
Other current assets (2,817) (1,538)
Other assets 42 153
Increase (decrease) in liabilities:
Accounts payable and accrued expenses 353 3,944
Accrued payroll and related taxes (190) 161
Deferred income tax liability - current 20 1
Deferred income taxes - non-current 2,522 1,455
-------- --------
NET CASH PROVIDED BY OPERATING ACTIVITIES 2,627 (1,295)
-------- --------
CASH FLOWS FROM INVESTING ACTIVITIES:
Investments in affiliates -- (667)
Capital expenditures (8,811) (1,336)
Deferred charge expenditures (2,991) (2,566)
-------- --------
NET CASH USED IN INVESTING ACTIVITIES (11,802) (4,569)
-------- --------
</TABLE>
(Continued)
The accompanying notes to consolidated financial statements
are an integral part of these statements.
Page 6 of 14
<PAGE> 7
WACKENHUT CORRECTIONS CORPORATION
CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE THIRTY-NINE WEEKS ENDED
SEPTEMBER 29, 1996 AND OCTOBER 1, 1995
(IN THOUSANDS)
(UNAUDITED)
(Continued)
<TABLE>
<CAPTION>
THIRTY-NINE WEEKS ENDED
-----------------------------------------------
SEPTEMBER 29, OCTOBER 1,
1996 1995
------------- ----------
<S> <C> <C>
CASH FLOWS FROM FINANCING ACTIVITIES:
Net proceeds from issuance of common stock 51,593 --
Proceeds from exercise of stock options 719 975
Retirement of debt (783) (377)
Advances from Parent 72,847 42,460
Repayments to Parent (72,847) (42,587)
-------- --------
NET CASH PROVIDED BY FINANCING ACTIVITIES 51,529 471
-------- --------
Effect of exchange rate changes on cash 190 (54)
Net (decrease) increase in cash 42,544 (5,447)
Cash, beginning of period 909 5,981
-------- --------
CASH, END OF PERIOD $ 43,453 $ 534
======== ========
SUPPLEMENTAL DISCLOSURES:
Impact on equity from tax benefit related to the
exercise of options issued under the
corporation's non-qualified stock option plan $ 1,157 $ 544
======== ========
</TABLE>
The accompanying notes to consolidated financial statements
are an integral part of these statements.
Page 7 of 14
<PAGE> 8
WACKENHUT CORRECTIONS CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
1. SIGNIFICANT ACCOUNTING POLICIES
The accounting policies followed for the quarterly financial reporting are the
same as those disclosed in Note 2 of the Notes To Consolidated Financial
Statements included in the Corporation's Form 10-K filed with the Securities
and Exchange Commission on March 28, 1996 for the fiscal years ended
December 31, 1995, January 1, 1995, and January 2, 1994 except as noted below.
Certain prior year amounts have been reclassified to conform with current year
financial statement presentation.
During the third quarter of 1996, the Corporation changed its method of
accounting for project development costs. Project development costs consist of
direct and incremental costs paid to unrelated parties, including certain costs
of responding to requests for proposal ("RFPs") that can be directly associated
with a specific anticipated project. Prior to July 1, 1996, project
development costs were expensed as incurred. Effective July 1, 1996, such
costs are deferred until the anticipated contract has been awarded at which
time the costs are either (a) capitalized as part of property and equipment if
the facility is owned or classified as a capital lease by the Corporation, or
(b) are classified as project development costs if the contract pertains to
facility management services. These costs are then amortized over either (a)
the related life of the asset or (b) the term of the initial contract plus
renewals or five years, whichever is less. The cumulative effect of the change
in accounting on prior years did not have a material impact on the
Corporation's financial position or results of operations. The effect of the
change in accounting on each of the first three quarters of 1996 was also
immaterial.
On April 25, 1996, the Corporation's Board of Directors declared a two-for-one
stock split effected in the form of a 100% stock dividend paid on June 4, 1996.
Except as otherwise noted, all share data relating to the Corporation's common
stock has been restated to reflect the two-for-one split.
Reference is made to Item 7, Part II of the Corporation's Annual Report on Form
10-K for the fiscal year ended December 31, 1995, for further discussion and
analysis of information pertaining to liquidity and capital resources.
Page 8 of 14
<PAGE> 9
WACKENHUT CORRECTIONS CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
2. DOMESTIC AND INTERNATIONAL OPERATIONS
A summary of domestic and international operations is presented below:
<TABLE>
<CAPTION>
THIRTY-NINE WEEKS ENDED
--------------------------
SEPTEMBER 29, OCTOBER 1,
1996 1995
------------- ----------
(in thousands)
<S> <C> <C>
REVENUES
Domestic operations $77,524 $52,104
International operations 22,111 19,697
------- -------
Total revenues $99,635 $71,801
======= =======
OPERATING INCOME
Domestic operations $ 4,352 $ 2,999
International operations 2,219 2,334
------- -------
Total operating income $ 6,571 $ 5,333
======= =======
SEPTEMBER 29, DECEMBER 31,
1996 1995
------------- ------------
IDENTIFIABLE ASSETS
Domestic operations $89,887 $28,221
International operations 9,421 6,229
------- -------
Total identifiable assets $99,308 $34,450
======= =======
</TABLE>
Page 9 of 14
<PAGE> 10
WACKENHUT CORRECTIONS CORPORATION
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
FINANCIAL CONDITION
In January 1996, the Corporation sold 2,300,000 shares of its common stock in
connection with a public offering at a price of $24.00 per share, before
deducting underwriting discounts and commissions and estimated offering
expenses. The net proceeds from the offering of approximately $51,593,000 will
be and have been used for possible future acquisitions, capital investments in
new facilities, working capital requirements and general corporate purposes.
In May 1996, the Corporation repaid the remaining $1,000,000 Australian
(approximately $773,400 United States) of its outstanding balance under a
credit facility with a bank.
Reference is made to Item 7, Part II of the Corporation's Annual Report on Form
10-K for the fiscal year ended December 31, 1995, for further discussion and
analysis of information pertaining to liquidity and capital resources.
RESULTS OF OPERATIONS
The following discussion and analysis should be read in conjunction with the
Corporation's consolidated financial statements and the notes thereto.
THIRD QUARTER 1996 COMPARED TO THIRD QUARTER 1995:
Revenues increased by 42.8% to $36.8 million in the thirteen weeks ended
September 29, 1996 ("Third Quarter 1996") from $25.8 million in the thirteen
weeks ended October 1, 1995 ("Third Quarter 1995"). The increase in revenues
in Third Quarter 1996 compared to Third Quarter 1995 is primarily attributable
to increased compensated resident days resulting from the opening of two
facilities in the second half of 1995 (Moore Haven Correctional Facility, Moore
Haven, Florida in July 1995 and John R. Lindsey Unit, Jack County, Texas in
September 1995), two facilities that opened in 1996 (Willacy County Unit,
Willacy County, Texas in January 1996 and Marshall County Correctional
Facility, Marshall County, Mississippi in June 1996), one facility for which
the Corporation assumed correctional services in 1996 (Delaware County Prison,
Delaware County, Pennsylvania in April 1996) and the expansion of two
facilities in the second half of 1995 (Arthur Gorrie Correctional Centre,
Wacol, Australia and Allen Correctional Center, Kinder, Louisiana).
The number of compensated resident days in domestic facilities increased to
866,197 in Third Quarter 1996 from 475,625 in Third Quarter 1995. In addition,
compensated resident days in Australian facilities increased to 109,848 from
107,198 for the comparable periods. As a result of the increase in compensated
resident days, average facility occupancy in domestic facilities increased to
96.6% of capacity in Third Quarter 1996 compared to 93.3% in the same period in
Third Quarter 1995.
Operating expenses increased by 43.8% to $30.8 million in Third Quarter 1996
compared to $21.4 million in Third Quarter 1995. The increase primarily
reflected the opening of the four facilities, the assumption of correctional
services at one facility and the expansion of two facilities discussed above.
Page 10 of 14
<PAGE> 11
WACKENHUT CORRECTIONS CORPORATION
Depreciation and amortization increased by 57.2% to $948,000 in Third Quarter
1996 from $603,000 in Third Quarter 1995. This increase is due to an increase
in capital and deferred charge expenditures resulting from the opening of the
four facilities, assumption of correctional services at one facility, and the
expansion of two facilities discussed above.
Contribution from operations increased 34.8% to $5.0 million in Third Quarter
1996 from $3.7 million in Third Quarter 1995 due primarily to the new
facilities, the assumption of correctional services, and the expansions
discussed above.
General and administrative expenses increased 15.5% to $2.1 million in Third
Quarter 1996 from $1.8 million in Third Quarter 1995. This increase is
primarily attributable to increased business development activities in response
to additional interest in the Corporation's services and increased
infrastructure related to corporate growth.
Operating income increased by 52.7% to $2.9 million in Third Quarter 1996 from
$1.9 million in Third Quarter 1995 due to increased income from the new
facilities, assumption of correctional services and expansions discussed
above, offset by higher general and administrative expenses.
Income before taxes and equity income increased by 75.1% to $3.4 million in
Third Quarter 1996 from $1.9 million in Third Quarter 1995 due to an increase
in interest income, which represents interest earned on the proceeds of the
January 1996 stock offering, and the factors described above.
Provision for income taxes increased to $1.3 million in Third Quarter 1996 from
$694,000 in Third Quarter 1995 due to higher taxable income and an increase in
the Corporation's effective tax rate for the quarter.
Equity income of affiliates was $280,000 in Third Quarter 1996 compared to a
loss of $49,000 in Third Quarter 1995. Current and prior year performance
reflects the activities of Premier Prison Services, a U.K. joint venture. The
increase in current year income results from two expansions at the H.M. Prison
Doncaster (Doncaster, England) in November 1995 and June 1996, and income
earned from two court escort contracts that were awarded in December 1995 and
commenced operations in May 1996.
Net income increased by 101.8% to $2.4 million in Third Quarter 1996 from $1.2
million in Third Quarter 1995 as a result of the factors described above.
FIRST NINE MONTHS 1996 COMPARED TO FIRST NINE MONTHS 1995:
Revenues increased by 38.8% to $99.6 million in the thirty-nine weeks ended
September 29, 1996 ("First Nine Months 1996") from $71.8 million in the
thirty-nine weeks ended October 1, 1995 ("First Nine Months 1995"). The
increase in revenues in First Nine Months 1996 compared to First Nine Months
1995 is primarily attributable to increased compensated resident days resulting
from the opening of two facilities in the second half of 1995 (Moore Haven
Correctional Facility, Moore Haven, Florida in July 1995 and John R. Lindsey
Unit, Jack County, Texas in September 1995), two facilities in the first half
of 1996 (Willacy County Unit, Willacy County, Texas in January 1996 and
Marshall County Correctional Facility, Marshall County, Mississippi in June
1996), one facility for which the company assumed correctional services in 1996
(Delaware County Prison, Delaware County, Pennsylvania in April 1996)
Page 11 of 14
<PAGE> 12
WACKENHUT CORRECTIONS CORPORATION
and the expansion of two facilities in the second half of 1995 (Arthur Gorrie
Correctional Centre, Wacol, Australia and Allen Correctional Center, Kinder,
Louisiana).
The number of compensated resident days in domestic facilities increased to
2,255,492 in First Nine Months 1996 from 1,361,995 in First Nine Months 1995.
In addition, compensated resident days in Australian facilities increased to
333,344 from 312,294 for the comparable periods. As a result of the increase
in compensated resident days, average facility occupancy in domestic facilities
increased to 96.1% of capacity in First Nine Months of 1996 compared to 93.8% in
First Nine Months of 1995.
Operating expenses increased by 41.8% to $84.0 million in First Nine Months
1996 compared to $59.3 million in First Nine Months 1995. This increase
primarily reflected the opening of the four facilities, the assumption of
correctional services at one facility, and the two expansions discussed above.
Depreciation and amortization increased by 58.2% to $2.6 million in the First
Nine Months 1996 from $1.6 million in the First Nine Months 1995. This
increase is due to the increase in capital and deferred charge expenditures
resulting from the opening of the new facilities, the assumption of
correctional services, and the expansions discussed above.
Contribution from operations increased by 19.4% to $13.0 million in First Nine
Months 1996 from $10.9 million in First Nine Months 1995 due primarily to the
new facilities, the assumption of correctional services, and the expansions
discussed above.
General and administrative expenses increased by 15.7% to $6.5 million in First
Nine Months 1996 from $5.6 million in First Nine Months 1995. This increase is
primarily attributable to increased business development activities in response
to additional interest in the Corporation's services and increased
infrastructure related to corporate growth.
Operating income increased by 23.2% to $6.6 million in First Nine Months 1996
from $5.3 million in First Nine Months 1995 due to additional income from the
opening of new facilities, the assumption of correctional services and
expansions discussed above, offset by higher general and administrative
expenses.
Income before taxes and equity loss increased by 52.5% to $8.3 million in First
Nine Months 1996 from $5.5 million in First Nine Months 1995 due to an increase
in interest income, which represents interest earned on the proceeds of the
January 1996 stock offering, and the factors described above.
Provision for income taxes increased to $3.1 million in First Nine Months 1996
from $2.1 million in First Nine Months 1995 due to higher taxable income,
offset partially by a decrease in the Corporation's effective tax rate.
Equity income of affiliates was $462,000 for First Nine Months 1996 compared to
a loss of $147,000 in First Nine Months 1995. Current and prior year
performance reflects the activities of Premier Prison Services, a U.K. joint
venture. The increase in current year income results from two expansions at
the H.M. Prison Doncaster (Doncaster, England) in November 1995 and June 1996,
and income earned from two court escort contracts that were awarded in December
1995 and commenced operations in May 1996.
Net income increased by 78.2% to $5.7 million in First Nine Months 1996 from
$3.2 million in First Nine Months 1995 as a result of the factors described
above.
Page 12 of 14
<PAGE> 13
WACKENHUT CORRECTIONS CORPORATION
PART II - OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
The nature of the Corporation's business results in claims or litigation
against the Corporation for damages arising from the conduct of its employees
or others.
Except for routine litigation incidental to the business of the Corporation,
there are no pending material legal proceedings to which the Corporation or any
of its subsidiaries is a party or to which any of their property is subject.
The Corporation believes that the outcome of the proceedings to which it is
currently a party will not have a material adverse effect upon its operations
or financial condition.
ITEM 2. CHANGES IN SECURITIES
Not applicable
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
Not applicable.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
Not applicable
ITEM 5. OTHER INFORMATION
Not applicable.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits
27 Financial Data Schedule (for SEC use only).
(b) Reports on Form 8-K - The Corporation did not file a Form 8-K
during the third quarter of 1996.
Page 13 of 14
<PAGE> 14
WACKENHUT CORRECTIONS CORPORATION
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, thereunto duly authorized.
WACKENHUT CORRECTIONS CORPORATION
November 7, 1996 /s/ John G. O'Rourke
-----------------------------------------
John G. O'Rourke
Senior Vice President - Finance,
Chief Financial Officer and Treasurer
(Duly Authorized Officer and
Principal Financial Officer)
Page 14 of 14
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
CONSOLIDATED BALANCE SHEET AT SEPTEMBER 29, 1996 (UNAUDITED) AND THE
CONSOLIDATED STATEMENT OF INCOME FOR THE THIRTY-NINE WEEKS ENDED SEPTEMBER 29,
1996 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER> 1,000
<CURRENCY> US DOLLARS
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-29-1996
<PERIOD-START> JAN-01-1996
<PERIOD-END> SEP-29-1996
<EXCHANGE-RATE> 1
<CASH> 43,453
<SECURITIES> 0
<RECEIVABLES> 22,762
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 6,468
<PP&E> 18,618
<DEPRECIATION> 2,821
<TOTAL-ASSETS> 99,308
<CURRENT-LIABILITIES> 9,314
<BONDS> 242
0
0
<COMMON> 219
<OTHER-SE> 84,446
<TOTAL-LIABILITY-AND-EQUITY> 99,308
<SALES> 0
<TOTAL-REVENUES> 99,635
<CGS> 0
<TOTAL-COSTS> 86,607
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 8,323
<INCOME-TAX> 3,092
<INCOME-CONTINUING> 5,693
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 5,693
<EPS-PRIMARY> 0.26
<EPS-DILUTED> 0.26
</TABLE>
